Sunset's Herd
by MadHat886
Summary: Sunset returns home only to find the world she once knew change. The ponies of the world she finds herself in are sexy futa mares and she's the only human in the world. And the mares of this world find her scent intoxicating making her very desirable.
1. Chapter 1

!

Disclaimer: I don't own any of the characters here that belong to MLP or any other work of fiction that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Sunset slowly came to laying on a soft bed making her wonder if she's dead. She thought back to how she came to this point when she return back to Equestria. She had waited for the portal to open again and went through. But when she came home, she found herself in one of the vaults underneath the castle. She found herself trap in the vault which look to be nothing more then a storage room for magical items. The mirror closed behind her and she was trap in the vault which couldn't be open without magic. Which to her surprise she had remain human after going through the mirror. Leaving her unable to use any magic to free herself with only the light of the magic light on the ceiling to keep her company.

For days or weeks she couldn't tell, she was trap and no one could hear her banging on the metal vault door. She left claw marks and dried blood from her attempts to free herself. Not wanting to die she went through the vault contents opening chests, boxes, and other containers looking for anything she could use to survive. She found dried plants and bottles of liquids that are used in potion making. She ate and drank not caring what it was doing to her as the thirst and hunger push her to survive. She would wake up unsure what happen to her and the ingredients she consume did things to her changing her. She kept a log writing on anything she could write on just to keep herself from going insane. She had air thanks to the air vents which are all too small for anything smaller then a mouse to use.

As she was little more then skin and bones she decided to make one last attempt in freeing herself. She used what was left of the ingredients to fashion a bomb. She place the bomb where the hinges of the vault door where it should be the weakest. She grab the magic flame in a glass lamp off the ceiling after stacking many containers on top of each other to reach it. The light was her only source of light which would her alone in the dark of it didn't work. But she decided to make that risk and threw it at the bomb covering it in fire. Then it blew up and the force of the blast sent her into darkness.

"If I'm dead please don't let me wake up," Sunset said to herself as she closed her eyes and slept.

!

Celestia was besides herself with worry as she walk to her chambers where her former student slept. The guards alerted her to a explosion in the vaults. Hearing what vault it was she quickly race down to see what happen. That vault was where she kept the mirror her former student had escape into. She kept it there for safe keeping and only brought it out when it open to the world Sunset Shimmer escape to. Hoping that she would return to her.

What she found horrified her when she open the vault to see what happen. Inside was a sight that gave her nightmares. The door was covered in dried blood and scratches from someone trying to escape. With the remains of the bomb that alerted the guards and set off the alarm. The containers were all open, some pried open while others were just smash open using some makeshift tools. The potion ingredients that were kept were all used and from the smell someone was consuming them to survive for days or more. The mirror was place on what look like an alter where someone had prayed in hopes that it would free her.

Then she found her, in a pile of broken containers she was thrown into by the blast. The body was little more then skin and bones with filthy rags of what was left of her clothes. Her body was something that was like ponies but different and smaller. She didn't know she was a she till she was strip of those rags revealing her naked body to the doctors. It was her mane that she recognized of that of her former student, she knew it even as unkempt and dirty as it was. The blast had sent her into a coma combine with her already starved body.

After the doctors took her to the medical wing was when she found the notes Sunset wrote. Celestia read through all of them looking into her student's thoughts and how she came back. The mirror wasn't suppose to have reopen for another year but it did and Sunset didn't know how long she was trap there slowly dying from lack of food and water. She drank and ate the ingredients meant for potions just to survive and did things to her. She found herself hearing and seeing things that aren't there, her body felt like it was changing and so on from what she had to consume just to survive. And what she wrote about herself of what she thought about her former teacher.

Celestia found herself crying as she read over the notes. All this time, all this time she was wrong about what she thought Sunset had wanted. It wasn't being a princess that she wanted it was her. All she wanted was for her to see her as her daughter and not as a student. Sunset had acted out just to get her to spend time with her. She thought that if she became powerful that she would be seen as her daughter. But she just kept pushing Sunset away as she was preparing for her sister's return. And when she found Twilight and started paying more attention to her. Celestia was guilt ridden as she not only push Sunset away who only wanted to be her daughter, but also almost killed her by trapping her in a vault with no food or water. She had all the vaults check to make sure they're empty and having the guards place a motion sensor spell to alert them if there's any movement inside any of the vaults.

The doctors did what they could and now she could only wait for her student to wake up. She slept besides her holding her close at night not wanting to lose her again. And fed her by using her own milk to feed her giving her the mother's love she didn't showed her before. She had the unicorn mages research in what Sunset turned herself into with all the potion ingredients she had consumed. She wasn't a pony or anything else that she had ever seen, the closest thing the mages and doctors could come up with was that Sunset turn herself into some kind of an ape. Which they figured out by looking at her teeth, that also revealed that she can now eat both plant and meat. She is now having the mages do research to find out how to turn her back.

There's also something strange with Sunset as it wasn't just her body that changed but something else having to do with her scent. The ponies near her found themselves drawn to her after smelling her. After she caught some nurses surrounding Sunset bed, she had her place into her room. And the maids be protected from smelling the scent coming from Sunset with a spell. She is also effected by the scent coming from her student but it was overridden by her new found motherly instincts she now feels for Sunset. She knows what the nurses wanted to do to Sunset but seeing her skinny body clinging to life stop them. She has to remain strong as she doesn't want to hurt her... Yes she is her daughter. She didn't had any parents when she found her and she's the only mother figure that Sunset had ever known.

For the past two weeks she's been watching over her daughter as she slept in a coma. The nurses help in taking care of her as her body recovers on its own. She hasn't woken up yet but she has been moving as she slept and her body reacts when touch. She would hold Sunset who would nuzzle herself closer to her warm body. Sunset body would just curl up against hers as she slept next to her. And would suckle her breasts, drinking her rich milk like a baby would. Which the differences of their body sizes, Sunset was like a child to her. Sunset body only stood around 5'4" compared to her own over 8 foot figure just shy of being 9 foot tall. Sunset is so small and weak now, she isn't the young pony she last saw her as before. The body she has now is like a mare before she gain her cutie mark and she grows into adulthood. It made Celestia wonder if she is younger or around the same age when she first left. If that is the case she might be able to raise her as she should had.

She entered her chambers with her guards standing at their post outside her chamber. She had finish her work for today and made it known she doesn't want to be bothered unless it's important. Sunset was where she had left her still sleeping. The nurses had already put on a fresh adult diaper on her this morning. (1) Celestia walk over to her bed she now shares with Sunset, slipping off her white dress off of her as she did so. She laid down on the bed slipping under the covers and wrap her arms around Sunset and press her smaller body against her much larger one. Her dinner would be serve to her in her chamber. She simply wants to hold her daughter close to her and wait for her to wake up. She strokes Sunset's hair as she reminds herself that she needs a bath.

Sunset mumbled something as her face was press into her breasts. Celestia smiled as she slips her nipple into Sunset's mouth so she could have her dinner. She enjoyed the pleasure of having her daughter clinging to her and nursing from her breasts.

!

Sunset blink as she felt something liquid and tasty going down her throat. Her eyes widen as her face was press against some huge white soft and warm orb. She jerk her head away from it and saw what she was sucking on, it was one of a pair of breasts. The pair of breasts she was press against are massive. She never seen breasts like the pair in front of her, their shape was impossible for the size and there was no stretch or imperfection on either of the vast surface of the boobs in front of her. The two white mountains almost as big as her torso, squishing together as the body they're attached to is resting on her side. Feeling the breasts Sunset found them to be furred covered but for the area around the nipples.

"Sunset?" a familiar voice she hasn't heard in years spoke up.

Sunset look up between the two vast breasts to see... Celestia looking down at her between her huge breasts. The covers that were covering them was thrown off as Celestia sat up on the bed, revealing her huge body to Sunset. From what Sunset can see her body is slim but yet lean frame displaying all the right curves of a model. Her head looked similar to that of an equine but far more human in appearance. Large eyes a short more defined muzzle. A unicorn horn and mane that shimmered and slightly brightened the area around her. The mane that she remembers and face that is a combine of both the pony and human Celestia that she remembers.

"Princess?" Sunset ask wondering if she's dreaming.

"Yes my little Sunset its me," Celestia said smiling at her.

"No, I'm dead. I died in the explosion," Sunset said before she was wrap in her former teacher's arms.

"Sunset you went through so much. I read what you wrote in those notes you took of your time trap in the vault. I shouldn't have ever place it in there and I should have never have let you go. All you ever wanted from me was to be your mother," Celestia said as she held her close. Crying happily that she's now awake.

"This isn't real. I'm dead this is just a dream. Right now, I'm lying on the vault floor slowly dying, dreaming this. Ponies aren't anthro they're just ponies who walk on all fours," Sunset said.

"Anthro what?" Celestia ask.

"It means animals with human like features. Like minotaurs, having hands instead of hooves," Sunset said.

"Sunset we don't have hooves," Celestia said.

"I'm in some other world then. That is if, I'm not dead that is!" Sunset said.

"Sunset you're not dead," Celestia said.

"Yes, I am! I'm dead because you would never treat me like this! You wouldn't care about me like this. That you... actually... care about... me," Sunset shouted before breaking down crying.

"All you you wanted from me was for me to be your mother," Celestia said crying herself as she held Sunset.

"You're not real! Sunset shouted trying to break free from Celestia but couldn't.

"Sunset please stop. The chemicals and ingredients you drank and ate must have turn you into what you are now. Your memories must have been altered as well," Celestia said.

"No you're... you... would never...," Sunset sobbed.

"I failed you once my little Sunset. I won't ever do it again. You are my daughter. I should have told you so long ago," Celestia said holding her crying daughter in her arms. 

!

Author's Notes -

1 - Real life people do put diapers on people who are in a coma.

2 - Sunset ended up in a different world then the one she was suppose to go to.

!


	2. Chapter 2

!

Disclaimer: I don't own any of the characters here that belong to MLP or any other work of fiction that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Sunset sat up on Celestia's bed where she's been kept in for two weeks now. Her body is still recovering and is still weak. Celestia has been mothering her ever since she woke up and has been nursing her with her own milk. Which still weird her out as she learns that all mares lactate once they're fully matured, which is to ensure that any mare be able to feed any young. Sunset has been keeping busy reading books about the culture and how ponies are different from the ones she remembers, that Celestia says is just her memories been altered by the things she ate and drank that are used to make potions to stay alive.

Sunset had tried to tell Celestia that she isn't her Sunset as she's from a different world then from this one. But to her horror and shock, Celestia just broke down so badly that... she couldn't bring herself to fight it anymore. She gave in and be her daughter. Something she had always wanted from her Celestia but never received. And left her scared too, for even if she managed to got back to her own world, would her Celestia even after learning everything that this Celestia learn would even care.

Now as she recovers her strength she's learning all she could. She was shock and gave out a scream when she discovered that Celestia had a penis and balls, along with a cunt. All ponies in this world are hermaphrodite, with the bodies of females but with the added reproductive organs of a male. That are very well-endowed for both parts, compared to what Sunset seen in the human world. The other races do have different genders, well some of them. And with her only having the female part made her stand out, as no pony has ever been born with only one set of reproductive organs.

Sunset did discover that while ponies are very infertile which is why their reproductive organs produce large amounts of semen to make up for that. Ponies of this world gather into herds and would all help raise any foal born from the herd. As more partners would increase the chances of a foal. Because of this sex in this world is seen as something to be ashamed of, as it's just something that everyone does. But there are laws to keep it from just being a public scene, sex is for behind close doors and forcing someone into sex.

She also seen how the other ponies look at her when the maids and doctors came in to clean or check on her. Celestia told her that her scent is very strong and attracting ponies to her once they caught her scent. Sunset panic when she heard this and seeing how well-endowed Celestia is made her dread what the other ponies are packing. Celestia quickly stop her panicking with the thoughts of ponies forcing themselves on her. She made it known that she is her daughter and any pony who tries to force themselves onto her would be punish. And while Celestia is also effected by her scent, she is her mother and would never do that to her. Which she shows by holding her smaller body to hers and feeding her with her rich milk that's helping her body to recover. Sunset wasn't comfortable with breasts feeding but her body press against Celestia's larger and softer body allowed them to bond closer together.

Sunset has been eating solid food which was vegetarian meals while the ponies still eat plants, while she on the other hand can eat both plants and meat. So Celestia ask her about what kind of food she wants, as the castle kitchen staff have prepared food for meat eating guest before. Sunset told her she can eat some plants as she avoids meat with an exception to eggs, the unfertilized ones. Sunset gain a taste for eggs back in the human world, which she was ok with eating seeing how bake goods she had eaten when she was a pony was made with eggs. And gives her the protein that her human body needs. (1)

The door of the room open as Celestia came in followed by a younger purple unicorn. She's much shorter then Celestia but is still taller then Sunset around 6 feet. She's wearing a white shirt that barely held back her oversized chest, which is large but nowhere the size of Celestia's. And she wore a skirt that didn't hide the bulge of her male sex organ. She learn that underwear isn't something that ponies normally wear. And she learn from hands on experience that the ponies big breasts are lighter then they look. Sunset learn that ponies are much bigger then humans, with pesgasus being the shortest at around 6 feet, the unicorns around 7 feet and earth ponies around 8 feet. Celestia is the biggest pony being an alicorn counting her horn she's stand at over 9 feet, under it not counting her horn. (2)

"Hello Sunset, I like to introduce you to Twilight Sparkle. I hope you remember her," Celestia said.

"Hello," Sunset said as she's tries to remember and remembering the small unicorn when she was still a student. Getting a good look at Twilight up close, Sunset realized that she's just a teen like her. Seeing that Twilight is just around 6 feet which, Sunset remembers that ponies back in her world aren't fully grown till they in their late 20's like humans.

"Wow!" Twilight said as she walks up to the bed looking over Sunset. She heard about the strange creature found in the castle vault and is being kept in the princess's bedroom. The rumors have it that the creature is an old student of the princess and that she gives off a very alluring scent. She heard the nurses talk about how much she smell so nice and how they had wanted to have sex with her. But seeing how weak and thin she is, cause them to stop as they didn't want to hurt her. The princess found them surrounding her bed and since then kept her in her bedroom.

"She's here to help you in relearning about the world," Celestia said.

"Oh...," Sunset said as Celestia still thinks that all her memories are just the dried plants and bottles of liquids that are used in potion making, that mess up her memories. Seeing how she ate and drank almost all of the contents of the vault, none of the unicorns or the princess knows what it done to her.

Celestia sat down on the bed next to Sunset. "Sunset you're still recovering and I just can't be here all the time so Twilight will be helping you relearn about our world."

"Ok mom. I'll be in the bathroom," Sunset said as she got up from the bed needing to go. Since she's smaller then ponies around her age she's has to wear foal clothes, which is just one of Celestia's shirts which on her is an oversize dress. She also learn that there is no nudity taboo as it was in the world she came from, but with the antro bodies all ponies have made it awkward as her mom slept in the nude. Celestia seeing how being naked around Sunset started wearing a loin cloth covering her male parts, she still doesn't cover her breasts. Celestia enjoys breast feeding her and grooming her when they share a bath together.

Twilight stared at Sunset's retreating form, Celestia had told her what to expect in being around her. The scent coming from her was overwhelming and she understood why the nurses had wanted to take Sunset. Celestia had cast a spell on Sunset that prevented most of her scent from leaving her body, and gave her strong scented shampoos and soap to hide her scent. But even that didn't stop her scent from being smelled but at least it's controllable for ponies to stop themselves. Celestia now her mother and long life had the iron will to stop herself from having her way with Sunset and all the maids and guards around her are ordered to wear a gas mask to keep them from smelling her. Whatever Sunset did to herself to stay alive, has change her body that is highly immune to magic being used on her. Which is why the spells, Celestia cast on her keep on wearing off and is having the unicorn mages at the magic school to figure out a way to hide Sunset's scent. She did a good test with a small towel that Sunset used to wipe her sweat with after working out to get back into shape and when ponies smelled it, cause them to into heat. Sunset's scent causes ponies to go into heat in strong enough doses. Which is why the nurses were so effected as they been caring for Sunset for days before she was move to Celestia's room. Since she was still in a coma her scent wasn't strong enough to effect ponies right away but now that Sunset is now awake her scent has become stronger.

"Princess is her scent always this strong?" Twilight ask feeling herself stiffing.

"Yes it is and without the spell I cast on you, I would be having to hold you back from taking her," Celestia said.

"Is that the reason why you been so sexually activate lately?" Twilight ask.

"Yes it helps to relieve the pressure," Celestia said.

"What about Sunset?" Twilight ask.

"She is too weak to have sex yet. The doctors say her body while different is basicly the same as ours just smaller and lacking a penis and balls," Celestia said.

"She doesn't have a penis?" Twilight ask shock.

"Just the female part as some of the other races have," Celestia said as there are races who have different genders instead of just one like the dragons.

"So has she... and...," Twilight began but was cut off by Celestia.

"No she is my daughter. And she is scared of my penis because of its size," she said.

"Really?" Twilight ask as she knows many would love to be taken by the princess.

"There is a size difference that would make sex very painful for her," Celestia said.

"What about that spell for ponies who are either smaller or bigger that would allow them to take a sex partner no matter the size difference?" Twilight ask.

"There is that but the changes to her body and to her mind have to be kept in mind," Celestia said.

"Her mind?" Twilight ask.

"She believes that our world we ponies are like sheep in body. We have no hands or feet just hooves and have two genders," Celestia said.

"And she went to a world where there are beings who look like her right?" Twilight ask remembering what Celestia had already told her.

"That's right," Sunset said returning from the bathroom.

"And both worlds aren't as sexually free as our world?" Twilight ask.

"No," Sunset said uneasy with the talk about sex. She has seen how big Cel... Her mother is and judging from the bulges she has seen of other ponies none of the ponies are small.

"Sunset I have been keeping you safe here but you must understand sex isn't something to be ashame of here. And I brought Twilight not only to help you learn but also as a lover," Celestia said.

"What?" Sunset and Twilight shouted out.

"I thought it be best for you to have your first time with someone else who hasn't had sex yet," Celestia said.

"Mom! She's too big," Sunset said as Twilight who isn't fully grown yet is still bigger in body size compared to her.

"Big?" Twilight mutters to herself as she holds her hands over her groin.

"Sunset I know you're scared of my penis because of its sheer size but others aren't as big as me," Celestia said as she lifts Twilight's skirt up revealing her penis to Sunset.

Sunset stared at the hanging piece of meat between Twilight's legs. The large penis is non-erect and is quite flaccid and contained within the sheath. Like how her mom's penis is when she seen it, just not as big. And attached to a hefty pair of testicles which are much bigger then what she remembers back in her world and the human one. And to her surprise the head of Twilight penis suddenly poke out from the sheath, looking to see why she began blushing as she watches her mother playing with Twilight's breasts turning her on.

"Mom!" Sunset shouted.

"Sunset this is normal for us," Celestia said.

"Don't worry if you don't want it no one would force you. If someone did they be arrested," Twilight said.

"Yes forcing someone is something that I don't look kindly on," Celestia said. "But for you to interact with other ponies you're going to need to learn about sex. It's how we ponies form bonds and friendship."

"But it's sex," Sunset said uneasy.

"Don't worry dear we'll take it slow, just watch and if you don't want to have sex you can just watch," Celestia said as she began playing with Twilight's body unbuttoning her shirt revealing her breasts which while not as massive as Celestia's but the pair she has are much larger then Sunset's by several cups. Celestia large hands grab Twilight's breasts and began playing with them squeezing and twisting them like clay.

Celestia then grabbed onto Twilight's breasts and used them as hand holds as she sat down on the bed, pulling Twilight onto her lap. From where Sunset stood she could see Celestia's giant cock pulsing with blood as it arched up between Twilight's thighs and she grinned against her wet pussy lips. Sunset gasped in fear and amazement seeing her mom's dangerously long hard thick throbbing horse cock lengthen and arch up in front of Twilight's own large penis, hiding it from view by it's sheer size. Below the tower of flesh are two large testicles the size of oranges that are capable of producing an large amount of semen.

"Mom how big is your penis?" Sunset ask staring at the long tube of flesh.

"My penis is 18 inches and 3 inches in thickness," Celestia explains shocking her daughter, judging from the expression on her face.

"That would kill me," Sunset said scared of something like that inside of her. Sure her vagina is made to be able to push out a child which is much bigger then that but it would be very painful for her.

"I realized that seeing how different in body size, I am to you," Celestia said as Sunset would even fully grown would still be smaller then she is.

"And you never had sex have you?" Twilight ask.

"No," Sunset quickly answered.

"Your mother isn't for someone who has never had sex to begin with," Twilight said.

"It's true, I have to choose carefully in who, I have sex with as the last time... that mare never did recover from her first time," Celestia said who since that time has always had sex with ponies who had sex before.

"So, I'll be your sex partner," Twilight said as she slides off of Celestia's lap showing Trixie her fully harden penis to her. "It's only 9 inches and nowhere as wide."

"Mom... I... can't do it with just anypony! I should at least get to know her first so... it won't be...," Sunset mumbles her mind racing in what to do.

"I understand," Celestia said as she stands from the bed and walks up to her daughter.

"Mom?" Sunset ask uneasy as her mom still has the hardon.

"You want your first time to be special don't you?" Celestia ask learning down to meet with her daughter's face.

"Yes," Sunset said.

"You and Twilight will just have to get to know each other as she teaches you about our world," Celestia said.

"Ok mom," Sunset said.

"And Twilight please remember to control yourself around my daughter," Celestia said turning her attention back to Twilight.

"Yes princess," Twilight said as she wonders what she's going to do to release some pressure. "But princess, I need some release."

"Both of us need some release," Celestia said as she waves for Twilight to follow her to the bathroom.

"Mom?" Sunset ask blushing.

"Sunset both me and Twilight be in the shower having sex, unless you want to watch as we have sex on the bed?" Celestia ask as Twilight stops next to her side. Both of them standing in front of the bathroom.

"No," Sunset said blushing. "And mom can't you make a spell that will keep me from hearing you two?"

"Don't worry, I will," Celestia said casting a sound proof spell on the bathroom. She doesn't have to worry about Sunset as she place many spells around the room that would alert her if her daughter was in any danger.

"If you want to see you're welcome to peak," Twilight said giggling as as removes her clothes as she follows right behind Celestia entering the bathroom.

"I don't think, I'll be able to survive in this world as a virgin," Sunset said blushing as her mind quickly began making pictures of what her mother and Twilight are doing in the next room.

Sunset tried to keep her mind off what's happening in the other room. She tried to read books and other things to keep her mind off what's happening. But unknown to her while the sound of sex was being block off, the smell of sex is drifting out of the bathroom and into the room she is in. The scent of the two ponies having sex is having effects on her as the scent of two mares having sex once smelled would cause the person to feel aroused and thoughts turn to sex. Which Sunset is now feeling and before she knew what she was doing she was peaking into the bathroom and her hands drifted down to her groin as she pleasure herself as she watched what's happening inside.

Both Celestia and Twilight stood in the large bath tube together with the shower on letting the water wash their bodies as they got good and wet. Celestia hugged Twilight tightly, her mouth seeking, then finding hers. Her hands slid down to her ass to pull her tightly against her as her lips crushed down on hers. Twilight's huge, fat, wet breasts pressed against Celestia's like big pillows press against even bigger pillows, squashed between their bodies as her mouth ravished her. Celestia's lips and tongue were like mad spiders, sliding all over Twilight's face and throat. Her hands squeezed her buttocks tightly and slid up and down the crack between them.

"Princess!" Twilight groaned, as she bent down and folded her lips around her nipples. She sucked it like a popsicle as her fingers dug deep valleys in her ass cheeks. She arched her back, bending herself far back and thrusting her tits towards Celestia's face, grunting in pleasure as her sizzling cunt ignited with new and greater fire, her penis harden sending flaring bolts of passion up into her belly. Her nipples burst out milk from Celestia's powerful sucking mouth.

Twilight's mind was a swirling storm of emotions and helpless responses. She was dazed by the almost painful heat pouring out of her vaginal hole. All she could do was groan and gasp and hang onto Celestia's large soft body to keep from falling down. Celestia pressed her into the corner of the tub, one of her hands lifting her right leg up and apart, opening her crotch up to her as she pressed against her. She felt her hard erection rub against her inner thighs as she dry humped her. Then Celestia's hand was on her cock, centering it against the sharply outlined little slit between her legs. She rubbed her wet cock back and forth between Twilight's cuntlips right underneath the penis and balls right above it, feeling the silky softness of her flesh against her with a groan of delight.

"Yes Princess put it in" Twilight said, in a small voice, one that could barely be heard. She had always dream of this moment where she'll be taken by her teacher. This is the first time she would have her teacher's cock inside of her and she'll learn first hand if the stories of her teacher being a wild sex craze beast is really true.

But Celestia wasn't paying any attention, even if she had heard. Her body vibrated to the song of lust, shaking and churning juices bubbling in her veins as her cockhead pressed against the tight elastic opening to Twilight's body. Then she felt the compression on her cock as it entered her student. Twilight felt her lips parted, felt her body pierced by her male organ. At first it was only an inch, then, as she found herself properly lodged in her entrance, Celestia bent slightly, pulled Twilight's leg further apart, and slowly, but firmly, slid her fat erection up her cunt and into her belly.

Twilight let out a long, soft groan of pure delight as she felt the intruding organ slide up through her cuntlips and move into her belly. Her head fell back against the wall and she closed her eyes in bliss. Celestia forced her larger body against her, pressing the last inch of her shaft that could fit into her body with glee. Celestia wish she could go balls deep into her student's tight body but there was only so much she could stuff into her, only the lovers who are as large as she is could take all of her inside of them. Her right hand cupped her buttocks, then moved over and rubbed against her asshole. She straightened a finger and slid it into her puckered anus as she held her tightly against her, unmoving but for the shaking and quivering of her body.

Their lips met in a long, hot, voraciously hungry kiss. Their tongues intertwined, sliding back and forth over each other like snakes in a shallow cave. Her hands, finally rose, came around her shoulders. She grinned herself on his hot pole of flesh, whimpering slightly as his hard cock moved and twisted within her. After what seemed like eons, Celestia finally began to move her body, sliding her gleaming cockshaft, inch by slow inch, out of her student's clutching wet cunt tube. It slid harshly across her balls, making her shiver and twitch against her.

When only the cockhead remained inside, Celestia slowly pushed it back inside again. Her movements were measured and even as she began to fuck Twilight, but didn't remain so for long. Neither of them, consumed in the fires of incestuous lust, could last for long, neither could hold back the furious tides of erotic passion surging through their bodies. Her strokes came faster, harder, stronger. Her cock slamming into her, stabbing up into her crotch with a terrible power that lifted her off the bottom of the tub. Twilight was now being held in the air by Celestia's arms and her cock stuff inside of her. Celestia hips pounded against her spread thighs, hammering her with all the force her larger and stronger body has to offer.

Twilight grunted with each impact, loudly, lustfully, in some pain, but overwhelming ecstasy. Celestia staggered back, almost losing her balance, Twilight lodged on her pole, her arms around her shoulders, her hands under her buttocks holding her up in the air. Celestia lurched forward again, slamming Twilight back against the wall, almost knocking the breath out of her with the twin impacts of her back against the wall and her body, and cock against her.

Celestia twisted Twilight around, almost viciously. Twilight's hands slid off her shoulders and she fell back momentarily, her upper body falling away, her fingers nearly brushing the bottom of the tub as Celestia arched backwards and held her waist tightly to keep her groin locked against hers. Celestia pulled her up again, and her flailing hands found and caught hold of the shower curtain rod. Her small fingers closed around it, holding herself upright as Celestia pounded her prong into her sucking, spitting cunt tube.

Celestia's hands slid off her waist, sliding down her buttocks and then down her thighs. Celestia lifted Twilight's legs up in the air, her hands sliding down to lock around her ankles. Twilight was almost bent backwards as Celestia forced her ankles up and to either side of her body, spreading her crotch for even deeper penetration. Twilight hung on grimly to the shower rod, her glazed eyes staring at her princess's bulging eyes as she hammered her cock into her crotch hole. The force of her penetrations made her swing back and forth on the rod, and caused the rod to jerk and bounce wildly. Twilight's own cock is bouncing between their bodies.

Twilight tits bounced madly, flopping and jouncing against her ribs like water balloons, along with Celestia's own massive pair of giant size water balloons. From time to time, Celestia bent and locked her lips around one of her nipples, sucking fiercely, chewing and biting on her sensitive flesh as she sought to suck as much tit meat into her mouth as she could, so that she can drink her student's milk. Twilight followed suit as she being shorter had an easier time in locking her lips around Celestia's nipples to drink her richer and thicker milk.

Twilight's cunt was burning and cramping with terrible excitement as it clenched around the cock pounding within it. It burned with greater and greater heat, until finally, with one final surge of excitement, it blasted off, sending a long, glorious wave of ecstasy through Twilight's shining, gasping body. She came with a rush, her head bobbing up and down, her mouth opening and closing and her eyes rolling back n her head. Her penis erupted shooting out thick cum by the gallon into the air, covering both of their bodies with her hot cum. She began to throw her hips back at Celestia, making her body swing harder and harder to impale herself on her teacher's big prick.

Then the shower curtain tore loose from the wall of the corner bath tube. Almost dropping her onto her back. Celestia caught her in time, but her tensed up, sex crazed body and mind could not hold her and slowly she came down onto the side of the tub. Her ass finally found support on the side of the tub, while her head and shoulders came down on the other side, sliding down onto the tile floor. Her hair and arms banged and jerked on the floor as her hands twitched uncontrollably. With Celestia's being so much taller then Twilight, the younger unicorn simply hang backwards with only her arms and long hair reaching the floor. Celestia held onto her legs, her cock still pounding down into her fuck-hole.

Twilight came again, her body trembling and shaking on the floor as her furnace like cunt screamed in pleasure around the hard pumping cock inside it. Her eyes were blinded by a flaring white light that surrounded her shaking, quivering body. Her cock once again blasted a stream of cum into the air between hers and Celestia's body covering them with another coat of hot cum.

Twilight's mind blanked, riding the tidal wave of sexual pleasure screaming through her frame. She gained some use of her limbs after her second cum, reaching, clawing upward on the tub and nearby toilet. She pulled herself up so she wouldn't be hanging backwards, then cried out as another wave of orgasm roared through her. She hung in mid air above the floor, her body jerking spasmodically as her sexual high snapped and tore at her senses.

Twilight pulled desperately at her legs, still locked in Celestia's tight embrace, trying to pull her crotch free from her pounding cock. She succeeded in pulling her left leg free, and swung it around, trying to turn over and move away. She needed to catch her breath which Celestia wasn't having as she hasn't cum yet. Twilight realized why Celestia is known as a sex craze beast from the ones who had sex with her. She doesn't stop till she finish, even when her partner needs a break. The two of them stumbled on the side of the tub, Twilight sprawling belly down across the toilet seat. Her wet body dripped water onto the floor and toilet. Her knees pained as they banged the bottom of the toilet. Celestia's cock still rested within her fiery box and she had no intention of letting it be pushed out. She half knelt, half lay upon her, her cock thrusting repeatedly into her fuck-hole as she groaned and gasped in bleary delirium.

Now the sound of their wet bodies coming together was louder even than the shower water which continued to spray against the walls. The slap-slap-slap-slap of her belly into her glistening buttocks resounded around the room. Celestia felt her groin tighten, felt her prong expand with even greater power and pleasure. Suddenly she halted in mid-thrust, then picked up the pace, pistoning her organ in and out of Twilight as it exploded with her cum. Huge wads of milky white sperm spat out the end and flooded down into her belly, filling her up as Celestia's balls released the gallons of cums they held to fill her.

Twilight felt the cum spaying into her cunt, it ignited another cum, this one bursting directly from her hole, sizzling and burning it's way up her spine to her brain and then erupting in a long series of shattering bolts of pleasure that emptied her mind of all but pleasure. Celestia continued to tear her massive cock in and out of Twilight's clenching, spasming fuck-tube, feeling her cock, rather than soften, get harder again. Her lust for her nubile body refusing to be satiated by one cum.

Celestia fucked her furiously, her cock churning within her overheated body for long minutes as she whined and grunted and whimpered like a tortured, mindless animal. Then she came again, cum juice pouring out of her cock and down into Twilight's cunt-pit. As before, the bubbling juices sent a crackling electric wave up Twilight's spine and into her brain, setting off small explosions of bliss and joy all through her body.

Finally Celestia's cock began to soften and she lifted Twilight's body up and turned off the shower then sat down on the toilet. She held Twilight's exhausted body against hers letting her rest. She wrap her arms around Twilight's body drifting down to her bulging belly that is full of her cum. Her cock still inside of Twilight kept the cum from gashing out, leaving her belly full with no opening for it to drain out. She then turns to her daughter who has been pleasuring herself watching.

"Sunset did you enjoy the show?" Celestia ask to her daughter. Who came inside the bathroom blushing having been caught spying.

"Mom is she ok?" Sunset ask seeing that Twilight was clearly out cold.

"She is just exhausted. This is the first time, I had sex with her and she isn't use to my pace," Celestia said.

"Mom, I think she has enough," Sunset said as she stares at Twilight's bulging belly.

"Yes, I think she has," Celestia said as she stood up lifting Twilight's body in her arms and walk back into the bath tube and turn the shower back on.

Sunset watch as Celestia pulled out her cock out of Twilight and a stream of cum came pouring out of well used cunt. Celestia began cleaning both her body and Twilight's, washing off the cum and sweat off of their bodies. Sunset seeing that she's work herself up into a sweaty heap having watched the sex and pleasure herself watching. Joined them and help Celestia clean Twilight's body who has woken up but is still week and daze. She and her mom shared baths together so it wasn't as awkward as it should be, as she scrubs both her mom's and Twilight's fur of sweat and cum. Sunset wonders if this is just the beginning of more sex scenes she'll be watching her mom having sex. And she wonders how much her mom has been holding back in having sex while she's was still bedridden up till now.

!

Author's Notes -

1 - Those who are vegetarians how do you deal with bake goods? Seeing that eggs are meat and are used in making bake goods. And ponies in the show have eaten bake goods which use eggs to make them.

2 - The pegasus are the shortest of the pony tribes as they need to keep their weight down to be able to fly.

!


	3. Chapter 3

!

Disclaimer: I don't own any of the characters here that belong to MLP or any other work of fiction that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Sunset woke up to find herself in a very familiar position with her mother Celestia. She is laying on top of her mother's larger body with her head nestle between her giant breasts using them as pillows. Celestia would wrap her arms around Sunset and place her on top of her letting herself be used as a bed. With her smaller body and lighter frame, Sunset was easily supported by her mother's bigger body. Sunset body is still underweight of what it should be and still recovering from starvation while she was trap in the vault. Sunset been place in a high protein and liquid diet which the later is her mother's milk. Which she has plenty to give to her daughter, which Sunset has gotten use to feeding like a baby, she would often just sit on her mother's lap and drink from one of her breasts. And it's her mother's milk that is helping her body to recover quicker then it would have otherwise.

Sunset struggle to free herself from her mothers arms holding her tightly to her warm and soft body, but her mother is just stronger. Seeing she needs to wake up her mother, again Sunset took a nipple into her mouth and began nursing. Celestia let out a moan feeling the familiar sensation of her breasts being nurse on. Upon waking Celestia smiled looking between her breasts to her daughter nursing on her drinking her fill of her rich milk. She is very protective of her not wanting her to disappear from her sight. She's been having nightmares of what Sunset was when she first saw her. Nothing but skin and bones begging to be let out of the vault... calling out for her to save her. She wouldn't let Sunset be harm like that again.

"Morning Sunset," Celestia said as she used her magic to turn the world around to face the sun. (1)

"Morning mom," Sunset said as she licks her lips after she stop nursing.

"Time to get up," Celestia said letting go of Sunset who stumbled to her feet off the massive bed. Celestia followed her into the bathroom and help her daughter in undressing for their morning shower together.

Celestia lifting the night dress off of Sunset, stared at her naked body. She still has a long way to go before she's back to full health as she still needs to put meat on her bones. While she had brought Twilight in to help Sunset adjust to the world after being away in another for so long, she had told Twilight not to engaged in any sex with Sunset till she tells her it's ok. Her body is still weak and sex would just hurt her as she is now. The show they gave to Sunset was just an example of what she's in for when she's well, that she explain to Sunset and Twilight.

"Mom is Twilight going to be here again?" Sunset ask.

"No she's busy with her studies so it just be me and you today," Celestia said as she spend as much time with Sunset as she could.

"Mom is she really ok with being my lover?" Sunset ask.

"Twilight does have 4 other ponies who she spends time with and had sex with. She isn't that experience in sex, and is much smaller then others in her age group," Celestia said.

"She's small?" Sunset ask shock.

"Yes at her age she should be bigger but for someone of your size she's a good start," Celestia said.

"What's the normal size for a penis?" Sunset ask blushing.

"Once fully matured the normal length is on average between 12 to 20 inches depending on which tribe the pony belongs to. With Earth Ponies being the largest and the pegasus being the smallest because of their body size. Of course there are some exceptions and there are spells that increase and decrease the size of a pony," Celestia explains.

"Really?" Sunset ask glancing down at her mother's monster size penis, it was in it's sheath like that of a horse but it was still huge. "Mom are you using a spell on yourself?"

"Well... I don't want to ruin someone as young as Twilight," Celestia said blushing a bit.

"You're even bigger?" Sunset ask shock.

"I only use my real size when my lover is big enough to take it. Usually Earth Ponies as they're more in my size range and can take my full size. But of course there are some who enjoy taking it long and hard," Celestia said blushing as she remembers her past smaller lovers who could take her full size.

"Mom, I won't grow much bigger then, I am now. It's ok for the Ponies to take someone of your size but it's simply too big for me as, I'm human and penis size for males aren't normally over a foot. Twilight would be above average in the human world," Sunset said as she'll be lucky to grow to 6 feet. (2)

"Don't worry my little Sunset, I'm having the mages looking for a way to turn you back to normal. Whatever you did to change yourself into a human as you were in that other world. Well be undone," Celestia said as she hugs her daughter.

"Back to normal...," Sunset mumbles remembering how badly her mother broke down the last time she brought up she might not be her Sunset.

!

Elsewhere -

Twilight was meeting with her friends having lunch in her home. They heard about her meeting with the strange creature that Celestia is keeping in her room and that she had sex with the princess. There have been alot of talk of what's been happening in the castle ever since the strange creature was found and the girls wanted to know what the truth is from the rumors. Which Twilight now found herself surrounded by her friends who all want to know what's been happening in the castle.

"Well?" her friends ask causing Twilight to scan around the table where they're sitting and having tea. Spike had made some tea for them and brought them some cookies. Then he left to go to Doughnut Joy to get some food, as he's still a growing baby dragon who keeps on eating whenever he has a chance to.

The nearest to her is Moondancer a female unicorn. She has a light yellowish gray coat, red mane and tail with purple highlights, purple eyes, and a cutie mark of a crescent moon and three stars.

Minuette a female unicorn pony with a Maya blue coat, periwinkle mane and tail with a pigment blue streak and steel blue eyes. She has an hourglass cutie mark.

Lemon Hearts a female unicorn pony with a yellow coat, a cerulean mane and tail with a lighter tail streak, raspberry eyes, and a cutie mark of three hearts; two light blue and one light green.

Twinkleshine is a female unicorn pony with an ivory coat, curly pink mane and tail, electric blue eyes, and a cutie mark of three sparkly blue stars.

Lyra Heartstrings, occasionally called simply either Lyra or Heartstrings by her friends, is a female unicorn pony. She has a magic mint coat, brilliant cyan mane and tail with a white streak, sunglow eyes, and a cutie mark of a lyre.

And the new comer is Bon Bon, a female Earth pony with a beige coat, pigment blue mane with a rose pink streak, cerulean eyes, and a cutie mark of three candies and wrap as three bows. She is Lyra's girlfriend and they been dating each other for awhile now and could be seen that they're going to become mates.

And something Twilight tries not to notice is the fact that she's the smallest of her group of friends. Since all of them undress after going indoors and out of the public eye, it's not hard to see. She had never had sex before till she had sex with the princess, she was just too busy studying like Moondancer. Who without her ratty black sweater she always wore outside, showed the largest breasts of the group. Glancing at Bon Bon, who is an Earth pony and larger in body sizes, both of them seem to be the same size. But of course they're not bigger then the Celestia's who is just huge. She couldn't help but wonder how big her friends cocks are, which are hidden by the table.

"Twilight?" Moondancer ask getting her attention.

"Sorry," Twilight said. "Well the creature that was found in the castle is the princess's former student Sunset Shimmer."

"What?" all of them but Bon Bon ask.

"She's the creature?" Twinkleshine ask.

"And she's back?" Minuette ask.

"You girls know her?" Twilight ask.

"Know her? She was just just rude and thought she was better then anyone else," Lemon Hearts said.

"What did happen to her? I heard you talk about her before Lyra," Bon Bon said.

"Don't know," Lyra said as she as the others turn to Twilight for answers.

"She went through a magic mirror to another world that is populated with beings called humans. She was transformed into a human while there and the humans of that world come in two sexes like some of the other races here," Twilight explained.

"These humans have two sexes?" Minuette ask.

"Humans? Like those old stories from Dream Valley?" Lyra ask being a huge fan of those old stories. And she's been researching on the humans that helped the old ponies of that time.

"Yes from what Sunset remembers," Twilight said.

"So let me guess she came back and the princess took her back," Lemon Hearts said.

"No. When she return she found herself trap in one of the vaults in the basement of the castle and the mirror shut behind her trapping her. She spent at least a month or more trap there. She was force to eat and drink the potion supplies that were kept in the vault to stay alive. It did something to her, it change her body back into that of a human female and warp her mind. What she remembers is that this world we ponies walk on four legs with hooves like pigs. And that we came in two sexes like some of the other races," Twilight explains to her shock friends hearing what happen to Sunset.

"How did she escape?" Moondancer ask.

"She made a bomb of what's left of the potion supplies and used the magic light in the vault to set it off. At that point she was nothing but skin and bones, so she had nothing else to lose if the bomb killed her. The blast sent her into a coma and alerted the guards. And that's how the princess found her. Sunset had kept a dairy while she was trap and the princess learn why Sunset acted as she did. All she had wanted was for the princess to be her mother. The princess is now always with her when she isn't busy as she is still recovering. She is still skinny from what, I saw while we were in the shower. The princess is going to reveal Sunset when she's in good health so please don't say anything to anyone else," Twilight explains.

"Ok," Lyra said.

"Anything else we should know?" Bon Bon ask.

"Well she has a strong scent coming from her that makes... makes...," Twilight mumbles to herself.

"Makes what?" Minuette ask as she and the others stare at their friend.

"Her scent makes ponies who smell her go into heat," Twilight said blushing.

"What?" all of her friends ask.

"It's true when, I smelled her, I wanted to rip her clothes off and fuck her. But with the princess there and seeing how skinny she still is stop me. That's the reason why the princess has kept her in her room to make sure no pony would lose control of herself and take her," Twilight explains.

"How has the princess handle the smell?" Twinkleshine ask.

"She place a spell on her that keeps the smell low and she's... been having more sex to keep her from being overwhelm by the urge to have sex," Twilight said blushing.

"Wait more sex?" Moondancer ask glaring at her. "Have you and the princess had sex?"

"Yes," Twilight answered weakly.

"Twilight you do know Moondancer wanted you to be her first right?" Lemon Hearts said.

"She's wanted you and her have sex on her up coming party," Minuette said.

"Sorry it just happen and the princess... she's... well just look at her could you tell me you wouldn't give in to have sex with her?" Twilight ask Moondancer.

"Point taken...," Moondancer said. "But still... you had sex with her before me. There is no comparing me to her sex drive. I mean how many orgasms did you have with her?"

"I... lost count... after the 10th," Twilight said blushing from all of her friends staring at her.

"So the rumors are true," Lyra said. "How big is she?"

"18 inches and 3 inches thick," Twilight said blushing remembering how it filled her.

"She is using a size spell to make herself smaller," Bon Bon said.

"What?" Twilight ask shock.

"She's much bigger then that. She keeps her cock that size to be able to have sex with ponies who are smaller in body size then Earth Ponies. I heard about it from my cousin a Earth Pony who works as a guard and taken the princess at her full size," Bon Bon said.

"Really?" Twilight ask.

"She is larger in body mass then other Ponies and only uses her real size on Earth Ponies or those who are size queens. So she keeps it at Earth Pony size," Bon Bon said.

"Earth Pony size?" Twilight ask.

Bon Bon stood up revealing her penis to Twilight and the others to see. Twilight's eyes widen as she saw it as watch as it reaches it's full mast. It does look to be around the princess's size and looking down she saw how big her balls are.

"Twilight don't you know the average size for the different tribes?" Minuette ask.

"I... too... study," Twilight mutters.

"The average length once fully matured for a Pegasus is between 12 to 14 inches, a Unicorn is between 14 to 16 inches and Earth like Bon Bon is between 16 to 20 inches. But of course that's depending on how body size of the pony is and other things," Lemon Hearts said.

"Really?" Twilight ask as she looks down between her legs at her penis which is hidden behind her loin cloth.

"There are some Pegasus with penis that are more suitable on an Earth Pony," Twinkleshine said.

"Not to mention Moondancer," Lya said.

"What?" Twilight ask.

"Well...," Moondancer said as she got up revealing her penis which gotten hard thinking of what the princess did to Twilight and how it would had felt.

"Wow," the girls said staring at the massive penis she has that is as big as Bon Bon's.

"You're my size," Bon Bon said staring at the tower of flesh. "18 inches too?"

"I'm 19," Moondancer said.

"That's bigger then the princess," Twilight said.

"Twilight she does use a spell to make it smaller. I heard she keeps it at 18 so she can have sex with a bigger range of lovers," Bon Bon said.

"I'm 16," Lemon Heart said.

"15," Twinkleshine said joining in.

"14," Minuette said.

"I'm 16," Lyra said.

"I'm... 8," Twilight said meekly as all of her friends stared at her.

"You're only 8?" Bon Bon ask.

"I am the shortest," Twilight said.

"True but you should have gotten a growth spurt," Minuette said.

"It's the reason why, I never... till... I... with the... princess," Twilight said before perking up. "But of course, I'm the perfect size to be Sunset's lover... till the princess figures out a way to turn her back to normal."

"You only had sex with the princess right?" Bon Bon ask.

"Yes," Twilight answers.

"Moondancer can be your second and then we'll all have an orgy bringing you two into the herd. That way you can make it up to Moondancer for not being her first and that you'll learn how to please Sunset," Bon Bon said.

"I have been researching in all the books, I could find on how to have sex and pleasing your lover," Moondancer said.

"We're in!" the other girls agreed.

"WHAT!" Twilight shouted out as her friends closed on in around her.

!

Twilight found herself on her bed with her friends gathered all around her, all of them stroking their penises to full hardness. She looks around at all of her friends grinning down at her as they waited for their turn with her. And between her legs is Moondancer, her eyes going back and forth from the smirking, domineering face of Moondancer to the huge, belly-filling monster that's connected to her hips.

"Moondancer go slowly. That's how the princess did it," Twilight said.

Moondancer approached, fatuously stroking the flesh beast that preceded her flat abdomen by an imposing foot and more. As if she hadn't heard Twilight's verbal plea, she ordered to Lyra and Lemon Heart "Pull her feet over her head."

With a whimper, Twilight was grabbed behind her knees and pulled until the soles of her feet once again were thrust into the air far above her head. Her broad ass was tilted nearly straight up, her cunt and deep cleft of her butt wide open to the advancing pony. Both Lyra and Lemon Hearts help themselves to her breasts, taking her nipples into their months and suckling. Minuette and Twinkleshine joined on in the fun, they alternate between licking either Twilight's penis or her cunt. Bon Bon just stood by watching.

Moondancer observed the effectiveness of her friends handiwork, Twilight was soaking and glistening from her mound to the end of her ass crack. Streams of juice and spit from her friends using their mouths on her body drooled around her fully extended penis and cunt and down her belly to her navel while more sex sap ran straight back down her ass crack and over her tail from the bubbling fuck slit between her thighs.

Moondancer knelt behind the woman's upturned back, rubbing the monster phallus in the sodden gash, soaking the beast with feminine fuck essence until it dripped and shone. Her friends backs away from their feast so she could have Twilight to herself. Twilight' labia wrapped themselves wetly around the obscenely big head of the penis, as if trying to draw it into her guts. Rubbing the flared head up and down Twilight' fuck slit from her distended clit to her gaping fuck hole, easily pushing aside all labial resistance.

"You did say go slow," Moondancer teased as she slowing force herself into Twilight's cunt but took her sweet time doing so.

Twilight groaned in mortal frustration, her hips twisting and humping upward in a futile attempt at achieving penetration. For long moments Twilight strained and lunged, trying desperately to impale herself, without success. Moondancer arched over her, on her hands and toes as if ready to do push-ups, and waited, teasing the maddened pony with sudden, short jabs and rotations of her cock. Their other friends watched the foreplay teasing getting more turned on as they watch.

Moondancer upped the sexual agitation ante by initiating a slow pushing of her fat cock head, partially into the gaping hole that was the opening to Twilight's belly and then rapidly withdrawing. Twilight's cunt made loud popping and sucking sounds as Moondancer pulled out and their friends gasped, moaned and whimpered when Moondancer pushed inward. It was too much.

"Oh, God damn you–you win! Fuck me, please! Anything, just fuck me now! Please! Fuck meeeeeee! OOOOOOOOOOOOOOOOOOH!" Twilight shouted.

With a cocky grin Moondancer smoothly and effortlessly sank her dong into her friend's begging slimy gash. Twilight wailed blissfully and continuously through the entire penetration, her eyes bugging out, her hard nipple boobs thrust ecstatically upward towards her conqueror. No sooner had the cunt rending penis struck solidly the bottom of her belly, than Moondancer flung her own well muscled and formed buns into the air, ripping her dick from the widely stretched fuck hole of Twilight. Recklessly and irresistibly she again plunged back into her friend. Twilight's eyes rolled into her skull, her toes curling alongside Moondancer's ears, as both Lyra and Lemon Hearts continue to hold her legs up.

"Oh, Celestia, what are you doing to me? It's soooo goooood! Don't stop, never stop! Keep fucking me, darling!" Twilight shouted.

"Like it, Twilight? Really fills your belly? Want more? I'll show you what, I learn from all the books I have read!" Moondancer moaned over the wet slaps of their hips made against each other.

For a solid ten minutes Moondancer worked up a sweat 'working out' on the equally sweaty body of Twilight's. Loud, satisfying grunts were forced from Twilight with each belly filling plunge while equally loud and sloppy suck sounds were emitted on the withdrawal. The fellow book worm hips would smack loudly against the other book worm's proffered ass and thighs in a raw, animalistic rhythm that could not be ignored by the pierced Twilight's cries. In turn, Twilight's penis was crushed on each downstroke. The result was fire between both women's legs and, for the wailing Twilight, orgasm both mind-numbing and enslaving.

Moondancer had read long ago the accounts of the consummate thrill of seducing ponies and pushing their limits, emotionally and physically, with massive penises. That many older ponies had written about their first hand accounts, and the ones about the princess who is a master at the art of sex thanks to her long life. It was the height of many experienced lovers sexual egotism to plow females, especially someone who is still learning into a dick induced mind–fuck. Moondancer now has Twilight in that condition. Each deep jab, each forced gurgle from the convulsing pony's throat, each time her eyes rolled up out of sight told Moondancer that here was another member of her groups herd. Twilight was becoming addicted to the bliss only found under an experienced lover who alone could provide the special phallic size and all important technique that would both fill her belly and satisfy her mind. Of course she only learn from books, and the princess must have held back as it was her first time, but it still counts.

At almost exactly ten minutes after the first thrust, Moondancer collapsed most satisfyingly upon the quivering and receptive flesh of her lover. Twilight sighed contentedly, still beautifully stuffed, and wrapped her legs about her friend's waist. She could feel her friend emptying her balls into her, filling her up like the princess did when she took her. For long moments Twilight would occasionally shudder and squeal in delight as the well buried phallus instilled orgasmic aftershocks from somewhere behind her navel. Then, Moondancer began pounding again. And proved that Twilight could scream even louder the second time.

Then finally Moondancer was spent and rolled off of Twilight pulling her cock out of her well used cunt. Twilight was spent as well, she could only lay on her back feeling the cum in her belly coming out of her. Then she remembers there are other ponies in the room with her, when Bon Bon crawled onto the bed and between her legs.

"Now it's my turn," Bon Bon smirks as she easily pushes her own monster up Twilight's lubricated hole and began pumping her with the  
same vicious pace and severity as Moondancer.

Over the course of the day each of her friends took her. Twilight had innumerable orgasms and she was filled with so much spunk that it pooled on the bed till she was practically swimming in it when Lyra finally came inside of her. Then all of her friends crawled into the bed with her and started having sex with each other and head in one big orgy with her and Moondancer in the middle of it. Her friends were already all apart of a herd already and once new members enter the herd, all the herd members would gather and have an orgy with their new members making them one with the herd.

Spike return to find Twilight in bed in the middle of a pile of her friends, all fucked out and sleeping it off.

"Twilight is finally apart of the herd. Good for her. Now, I don't have to remind her of Moondancer's birthday," Spike said as he turns around and heads for the kitchen to make something to eat.

!

Author's Notes -

1 - In the fic Celestia and Luna don't move the sun or the moon. They just use their magic to turn the world around. The world they live on doesn't spin on it's own. The Princesses and unicorns before them use their magic to keep the world spinning.

2 - The average size for human males are between 4 to 6 inches.

!


	4. Chapter 4

!

Disclaimer: I don't own any of the characters here that belong to MLP or any other work of fiction that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

"Twilight wake up. The princess wants you to come to the castle," Spike said as he walks into the bedroom.

"What is it Spike?" Twilight said pulling herself from the tangle of bodies on her bed.

She remembers bits and pieces of what happen last night. Since that day Moondancer and the others made her part of their herd, they have been visiting her nearly every day. The orgy continued for hours, each of the herd members repeatedly mating with each other, in all combinations and positions. The focus of the orgy was centered on Twilight as the other herd members help train her in the art of sex, so that when its time for her to have sex with Sunset she'll be ready. As time passed, her stomach began to appear slightly swollen with all the sperm she had swallowed and the viscous mix of fluids squirted out of her openings each time one of the herd members thrust a cock into them.

Finally she could take no more, slipping into unconsciousness with a satisfied smile on her sticky face, sperm running freely from her abused asshole and cunt to pool on the bed. Her hair was matted with sweat and cum, plastered to her skull like a living helmet. The lips of her pussy were bright red and puffy. The swollen ring of her anus gaped open obscenely, allowing a steady flow of bubbling cum to leak out of her bowels. Her cock was sticky with fluids from her turn in thrusting into the holes of her herd mates.

"I said the princess wants you to come to the castle," Spike said.

"Did she say why?" Twilight said as she heads for the bathroom to wash up.

"The letter said something about Sunset being ready," Spike said holding the letter.

"She's ready?" Twilight ask her eyes lit up as she grabs the letter from Spike.

Twilight read the letter her eyes widening as she reads it. Sunset was now fully healed and is ready to have sex and she is to come to the castle to be Sunset's first partner. The princess doesn't want to rush things as Sunset is still uneasy with sex but the princess does know that she has joined a herd and be ready to show her daughter all the pleasures of sex has to offer.

"Twilight you're going to have sex with Sunset?" Moondancer ask having woken up along with the rest of the herd.

"Maybe," Twilight said.

"Once she is broken in. How about you bring her into the herd?" Moondancer ask.

"But she is so small you and the others are so big," Twilight said.

"Then you better stretch her out first," Moondancer said. Ever since she had sex something had awaken into her. She became very lustful and always ready to empty her balls into any of her herd mates and Twilight was her favorite mate to mate with. She became the lead mare of the herd thanks to her high sex drive.

"And she can still use her mouth if she's too small to take us," Minuette adds.

"As if that's enough for you all," Twilight said as her herd mates are always hungry for more. It was like whenever they have free time they enter a constant insatiable horny mood.

"Don't worry you'll just use you," Lemon Heart said.

"Hey," Twilight said blushing.

"As if you don't like it. If it wasn't you wouldn't have been shouting for us not to stop and to keep fucking you," Moondancer said smirking with the other girls.

"Girls remember Sunset is the princess daughter now. And she will not let anyone be as rough on her daughter. Remember what, I told you how protective she is of her," Twilight said.

"Right," Bon Bon said not wanting to get on her bad side by stuffing her monster size cock into her daughter.

"Why not write to her and ask her if Sunset wants to be part of the herd?" Twinkleshine said.

"Herd? But Sunset has never been part of a herd," Twilight said.

"We can be her herd," Moondancer said.

"What?" all of them ask.

"I read that the princess use to keep her own personal herd in a book that was written by one of herd mates. But the princess just stop doing it one day about 500 years ago. I'm guessing she just got too busy to keep a herd to herself," Moondancer said.

"Why would we want to work as Sunset's personal herd?" Lyra ask.

"We get to stay in the castle when we want, the perks, a large check, and that we'll be able to have sex with her mother," Moondancer pointed out.

"Have sex with the princess?" Bon Bon saying what's on everyone's mind.

"She is very good," Twilight said blushing.

"I'll go and write to the princess," Spike said leaving the room. (1)

At the palace -

"Sunset you're now fully healed and ready for your first time with Twilight," Celestia said as she drys her daughter's body after having a shower.

"Mom do, I really have to?" Sunset ask. Her mom has been having her be naked while she's in the room with her. To get use to being naked and not be ashamed of her body. To get all the human morels that she had picked up. Sunset still can't bare to tell her the truth again and watch her mother break down. It was too painful to watch.

"It is part of life here and you can't just stay here all the time. I wrote to Twilight and her herd wants to become your herd," Celestia said.

"Yes a personal herd like, I use to have. With your own herd you won't have to worry about anyone just joining without your say. When, I had my herd, I pick who joined. But Twilight and her friends are all mares you use to know," Celestia said.

"Yes my old friends," Sunset said as she exchanged letters and pictures with Twilight's herd. All the mares she use to know with the exception of Bon Bon are all together. It made her wonder how they are in her real world. But at least she can make friends with their counterparts here. It seems they went through the same thing as she had put their counterparts through. But they're willing to forgive her and get to know her.

"And they're waiting outside," Celestia said giggling a bit as she opens the bathroom door to reveal Twilight and her herd mates all waiting for them.

Sunset was besides herself as never had sex before let alone with a group of futa mares. The seven mares are all naked but for a pair of shorts revealing their sexy bodies to her for her viewing. But one key difference are the extending bulges, stretching out there barely concealing shorts. Two of the shorts looks like it's going to snap from the obese shlong stretching it out. Sunset was sat down on a padded stool by her mother who then waved the mares to come over. Looking upwards Sunset quickly found herself surrounded on all sides by the much bigger mares with Twilight being the smallest and her mother who standing behind her the tallest. All of them have sexy bodies that she never seen any human could even compared to, and that all of them have cocks and balls.

"Now Sunset go and touch them," Celestia said who kneel down behind her daughter.

The mares enthusiastically smiles seeing Sunset's mortified face as she stares at their bulges in their shorts. Sunset jumped when she felt her mom's familiar giant breasts pressing on her back. she did as asked, tracing her hand up one of their thighs, and cupping a thick heavy cock. Bon Bon is the one who she is caressing is in short shorts. The top of her shorts hang low, thanks to her appendage pushing it down, the mare's pubic line is fully visible, along with the stem of her cock. Sunset had never seen one so thick besides her mom's which is much thicker, the base of it is like an arm, she hasn't even seen the full package, and it already looks bigger than any human dick she's seen before.

Celestia gave a cue with his hand, and the mares begin releasing their huge cocks from their shorts. The mares stared at Sunset's face, when the full length and thickness of not one, but seven cocks, spring free in her face. Sunset's mouth is a big 'O', her face is one of wonder and concern.

Without being prompted, she grabs a hand full of the closest one to her face, as if to confirm that it's indeed real. Before, she could only speculate how hung these counterparts of some of the mares she knew in her real world are, but it did nothing to prepare her for just how huge there big fleshy tubes could be. Not a single one of them is under 14 inches long, and the thinnest is wider then her wrist. Well there is Twilight's 8 inch ones which is the smallest both in length and thickness. She turned her hand and her mouth gaped open again, the biggest one at 19 inches long and as thick as her forearm, ironically hanging from Moondancer. Her face became grimace, when she saw Moondancer has a set of balls as big as apples. She glance at Bon Bon who she had figured to be the biggest and saw she's about the same size as her mother. She also noticed that all of their cocks are colored the same as their fur, like her mother's big white one.

The smell of 7 dicks and 14 big testicles circling her and assaulting her nose, made it hard to breath, every whiff makes her head throb with an over lode of their powerful aroma. Breathing through her mouth proved to be just as troubling, so strong was the scent that she was able to taste them in her mouth. Sunset guesses the extra strong odor is due in part thanks to their arousal. And likewise the mares in the room are also being effected by a strong smell which is coming from Sunset whose sweat and scent is causing them to become hornier and hornier the more they smell her. The only thing keeping them from taking her right there is that Celestia is right behind her daughter.

The mares happily waver there long cocks in Sunset's face, she takes a cock in each hand and started stroking them slowly she honestly wants to see just how vigorous these big monsters are. She gazes back and forth slack jawed, a look of astonishment and awe dominating her face. The hard rods twitch with indescribable vitality, nothing any human man is capable of, not only in size but readiness.

"My little Sunset, I know this is overwhelming but Twilight and her friends are here to show you what you're going to be facing. You're very special, your scent makes mares become very hungry for sex," Celestia said.

Her mother's voice sounds very convincing, because it's true, having seven long, fat cocks jutted in her face took the tough girl right out of her. Just seeing how those monsters hung off their bodies, made Sunset wonder just how is she supposed to take them. Twilight is the only one who she'll be able to take in her pussy without it hurting.

"Mom?" Sunset said looking behind her to look at her mother's smiling face.

"Sunset we're starting things slow. Twilight will be the only one who will be having sex with. The other girls will be pleasured by your mouth and hands," Celestia said. "The girls will be going in order in how big they are so you can get use to it. Twilight 8 inches, Minuette 14 inches, Twinkleshine 15 inches, Lemon Heart 16 inches, Lyra 16 inches, Bon Bon 18 inches and finally Moondancer 19 inches."

"But they're so... big," Sunset said weakly under her mothers glaze.

"After they have their turn it be you turn. And it's how we make bonds with other ponies," Celestia said as she press her daughter's body deeper into her massive breasts.

"Alright Sunset let's get their started," Twilight said turn on by the sight of Sunset's body partly buried into her mother's breasts.

Twilight step in front of Sunset and starts jabbing her thick cock head on Sunset's lips, which keeps her mouth closed, not ready to start sucking dick with everyone watching. Twilight got frustrated, and grabbed a fist full of her hair, she pressed her dick hard on Twilight's mouth, rubbing it on her lips like she was applying lipstick. Finally the stiff dick is wedged between her lips and the bloated head slides right in to Sunset's mouth. The big purple head fills up her mouth easily, Sunset's tongue reflexes with gags, and slaps from the wet muscle, but the intruder simply was not budging, the tongue beating only made it swell fatter in Sunset's mouth.

The two mares she was jacking off Twinkleshine and Lemon Heart grab her wrists with one hand, and keep her hand closed with the other. They force her to keep jerking them off. Sunset's surprised how strong they are, contrary to their delicate outer appearance, their bodies are as study as an Minotaur. But she reminded herself that all of them are part horses to her weaker and smaller human body.

'It's already in your mouth, no point in fighting it anymore,' Sunset thought for herself and found the taste to be very tasty. She felt her mom's big and strong hands rest on her shoulders as she rubs them comforting her. Reminding her that she's stuck where she is.

Sunset gives up her protest, and allows Twilight to use her for the time being. It's not too bad a deal, Twilight's cock is the biggest, hardest, and definitely the most delicious she ever had in her mouth. The precum spilling out from the cock gave her a tasty treat that reminds her of grapes and made her want to suck more. Twilight getting into the blow job pulls Sunset's head from both sides of her head, making sure she couldn't turn away, and had to take every thrust forward.

The other mares swarm her, her vision is filled with waving different colored dicks that make cucumbers look like baby-carrots. Regardless of her regrets, she can't stop now. The part of her that would throw a tantrum if things weren't going her way, that part that would tell someone to fuck off if they didn't like her, that part was now getting drilled by pony cock.

Twilight bobs her head more; she accepted her circumstances even starting to enjoy it. When another cock moved near she pulled away from Twilight and dove at it like a snake striking it's pray, her lips sealed around it, and she sucked it in like a vacuum releasing it with a loud pop then enveloping it again. After a while another would throb with need and she would switch over to it, and starts the processes again till all the cocks had a turn in her mouth. Each of the cocks tasted different and the at amount of precum coming out of them. In just one sitting she had just sucked more pony cocks then she figures any of the girls in the human world had human pricks their life.

Sunset would be lying if she hadn't fantasies about something like this before, sucking a whole line of cocks, being in the center of an orgy, with every one competing to get their cock in her mouth. However when she did fantasize about it, she always imagined it would be with males and not females with cocks. But this was not only with a different species, it went far beyond her previous romanticize expectations of how it would be. The futa pony cocks are so much bigger and tastier then she imagined human male cocks are in her daydreams or male ponies.

She got a rhythm going, 10 seconds of sucking, and then move to the next, she would eye her mother now and then to see what she's doing. Her mother just stayed behind her kneeling with her giant breasts acting as back pillows for her. The younger mares themselves keep busy, if they aren't getting sucked, then they're groping Sunset's tits or reaching between her legs and fingering her cunt.

The texture and color of them also made it feel so naughty; she never considered ever sucking a cock before either human or pony. There was something about how big and hard they are, she just wanted to let her more prudish nature to let her degrade herself a little, to suck them till they release their payload. Sunset never believed herself to be a size-queen, but then again she never had any this size to play with before. Of course she couldn't get her mouth around either Bon Bon's or Moondancer's massive monsters and they had to settle with her licking the heads of their cocks.

Celestia for her part just watch as her daughter learned how to please her new herd members like she did in her younger days. She also made sure the younger mares didn't lose control of themselves and hurt her daughter. She has been trying to find someway to transform her back into a pony. But found nothing and in her weak body, if her herd mates lost control they would hurt her badly, and she has seen what happen to those who are taken either by force or them misjudging how big of a penis that they can take. It's the reason why she only lets out her real size when she has sex with someone her body size or bigger. There are still tales told how she would use her size to force ponies to reveal what they know or the darker tales of her killing ponies with her real size.

"That's it Sunset," Celestia said into her daughter's ear. She would force her to stop if she started to gag or when she needed to catch her breath. Once she started sucking Bon Bon and Moondancer cock heads she made sure they let Sunset do the work while they just stand there and enjoy it.

Lemon Heart lifts her dick up presenting her huge balls to Sunset, they're aching to deliver their payload. Sunset shivers at the immense volume that's boiling inside. Lemon Heart brushes her balls on to Sunset's face. The smell assaulted her nose, but she managed to bear through it. Sunset hesitantly dragged her tongue over the orbs, the rest of the mares want a turn now. It was bad enough she had to blow cocks, but now she begrudgingly had to kiss and lick their huge nuts to. One set was shining with her spit she moved to the next set, she came across the one with the biggest balls of the bunch, Sunset held one up in her hand amazed at its weight and a little frightened at its possible output. She had to work extra-long to fully clean that pair of coconuts.

When she was finished, it was back to slurping down their long rods. The stability never waning, there monstrous cocks will not be satisfied by her mouth alone. For Sunset it's like sucking on the barrel of a really big gun, time draws closer, soon she's expected to take these things in her cunt, and she doesn't see any lube around. She is glad that she'll only be taking Twilight and that her mother would stop the others if they tried.

Sunset really started swallowing Twilight's meat now. She goes as deep as her poor throat will allow, getting the dick in her mouth as wet as she can. When she looks at the saliva line its not even reached the halfway point. She braced herself, then slammed her mouth as deep as she could, her eyes watered and her throat try's rejecting the solid object but she pushes through till she can't anymore. With a disgusting sounding pop she free the dick from her mouth, the saliva line is deeper but still not all the way, but surely that will do, they couldn't expect her to take them balls deep… did they.

"Sunset remember to please the others," Celestia reminds her.

Sunset curses under her breath, its only 1 down, there are 6 more to go. She slobbers down the others as best she could, if her mouth is busy with one, she jerks the others with her hands, spreading her spit down there lengths to make up time, sucking 7 pony cocks is a big job. Her mother was sorely loving her performance.

"What's the biggest cock you ever got fucked by in the other world?" Lyra ask. She learned much about the human world from Twilight who was told by Sunset but she wanted to learn more.

Sunset choked down the thick precum, she continues stroking the two big cocks in her hands, while looking up embarrassed. The two she's giving hand jobs to, are Moondancer and Bon Bon as both of them are just too big for her mouth. Lyra's enormous cock is so close to her mouth, her lips brush over it as she talks.

"None. No one ever got close enough for that to happen. Besides the human world doesn't view sex like it is here. They see it as a shameful thing to display it for everyone to see and what we're doing right now" Sunset said.

All the younger mares but Twilight burst out into laughter, at hearing Sunset never had sex before. Lyra in front of her starts batting the side of her face with her long thick cock, berating her with slobbery, beefy, wet dick smack, from Lyra. Sunset flinches with every walloping, meaty whack.

"You mean like this?" Lyra ask stopping when she saw the look the princess is giving her for using her cock to slap her daughter with.

"Or this?" Minuette ask as she drops her cock on to Sunset's face as well. The two big blue dick's sandwich her face between them. Sunset looks up in to her mother's face, holding back tears from her humiliation being watched by her.

"Sunset what's the matter?" Celestia ask.

When she hadn't answered yet Lemon Heart stepped up and started rubbing her cock on Sunset, like she was using her face to play the violin.

"Sunset this is how we welcome a new herd member in," Lemon Heart said.

"By rubbing you cum all over me?" Sunset ask.

"Yes," Twilight said as she and the other mares step in close to rub their cocks on her face.

All 7 began rubbing, and smacking their cocks on Sunset face, smothering her with slabs, upon slaps of brawny dick. Sunset's eyes are stinging with the salty sweat, combined with her own spit and tears. Her lips are swollen, and red, from sucking more cock then she ever had in her life. She snarls with frustration, as the lowest degrading moment in her life is going to be immortalized for years to come, not just with the counterparts of her old classmates but also with her mother. Who is watching all of this happening to her.

"Sunset what's the matter?" Celestia ask feeling how tense her body is getting as it's pressed against hers.

Minuette is thrusting her cock on Sunset's aching mouth, like she's brushing her teeth with her hard dick.

"…. I.. wbbrrpp… I waaabbbbrrpp," Sunset can't form her words with so much dick grinding on her face.

She shakes her head free from the forest of different colored dicks and screams it out in frustrated anger.

"I DON'T WANT TO BE A SLUT!" Sunset shouted causing all of the ponies to stop.

"Sunset? What is a slut?" Celestia ask.

Sunset couldn't say it to her and just buried herself into her mother's vast breasts. Celestia just wrap her arms and wings around her crying daughter as she lets it out. The other mares just stood back and watch.

"Slut is something shameful in the human world isn't it?" Celestia ask.

"Yes," Sunset said.

"Yes don't have to be ashamed or think I would think of you as that way. This isn't the human world and what morels they have about sex, we don't have. You may have forgotten much about this world but know this, I would never think of you with any shame because of you having sex," Celestia said.

"Thanks mom," Sunset said.

"I think the girls had enough of you doing the work. It's time for them to show you their skills," Celestia said as she unwraps her arms and wings from around Sunset. "They're going to cover you in their cum with my help, marking you as one with the herd. Then after that they're going to go and lick you clean. Is that ok dear?"

"Yes mom," Sunset said.

The mare's love her reply and gathered around Sunset in a half circle. Celestia's horn glowed making the younger mare's cocks be covered by her magic. Twilight and the girls all started moaning in pleasure as Celestia's magic brought them to the edge. They all grab their cocks stroking them as they all aim at Sunset, who is suddenly having second thoughts.

Twilight who is standing in front of her, stroked her cock furiously, and unleashed Sunset's very first cum load. It's impossibly huge, the jet stream of cum looked like it came out of a garden hose nozzle. It explodes out with such alacrity; it makes a loud, wet, splashy, hiss sound. The shot hit Sunset on the left cheek, the impact was so strong, it both felt, and sound like a heavy slap on her poor face. Sunset's mouth gaped open in shock, just in time to receive the second shot, it hit her pinpoint in the mouth, even form that far away it filled her mouth violently. She felt like the clown water balloon game at the carnival, except it's her cheeks that are ballooning up. Sunset turns her head, coughing up cum, it's as thick, and sticky as melted ice cream. As she tries to clear her throat Twilight cum's again, hitting her on the right side of her forehead, the shot is powerful enough to knock her head back and into her mother's pillow like giant breasts.

Sunset sure she has a bruise from such powerful cum shots. Now that her head was aimed back, she got a look at the others All of them ready to cum. Minuette was jerking her blue meat as shamelessly as Twilight had just painted Sunset face. Without warning Minuette unapologetically jammed her cock down Sunset's sored throat. Sunset's eyes bugged out when she felt the eruption in her gullet. The pulsing cock stretched her jaw to near cracking, she can feel the cum rushing out the big blue cock, and splatter down her esophagus, in a sickeningly loud gooey blast.

Minuette threw her head back, and cried out joyfully. Her seed was planted down Sunset's gullet, and piled up in her stomach. After 10 strong discharges, Minuette pulled out and emptied the last two shots on Sunset's face. It looked like someone frosted her face with 2 or 3 tubs of white toothpaste.

After seeing Sunset covered in cum, the others all fire off their huge sticky loads. There great volume output explodes like water balloons on her chest. Her boobs are bounced around with every high pressure discharge, watching her tits rebounded with their potent volleys only made them cum harder. Celestia watched all of this happening remembering her first time with her very first herd and how they had marked her.

When Sunset stopped hearing and feeling the loud splashing of cum, she lifted her head to assess the damage. Her body is blanketed with chunky smelly cum, gathered in layers on her tits and stomach. 100 human men couldn't do what they did, and not just from the outside. Sunset felt like it was thanksgiving, she feels like she's going to be shitting cum for a week.

"How was that dear?" Celestia said as she scoops up some cum in her hand and licks it up. She smiles as she tastes the combine cum of all of her daughter's herd mates.

"So full," Sunset moaned as her stomach is now full of cum from Minuette.

"Girls from on no shoving your cocks into her mouth when you're coming. She doesn't have the belly for it," Celestia said as she feels her daughter's full stomach.

"Sorry," Minuette said.

"Do you all cum that much?" Sunset ask looking at all the cum on her body.

"Yes we do. We're not that fertile so we make it up in sheer volume that builds up in our testicles over time so we have to empty them out if we don't have sex that last till we reach old age where it stops on its own. Also the fluids that make up our cum are highly powerful aphrodisiac that causes mares to become very wet and make it easier for sex, seeing how tight it can get," Twilight said.

"Sex," Sunset said as she looks at all the cocks in front of her that just cum and are still rock hard.

"Twilight is the only one who is going to be having sex with you so don't worry," Celestia said.

"But she smells so good," Moondancer said.

"You'll break me," Sunset said staring at her monster cock.

"Don't worry girls. While Twilight and Sunset are getting to know each other better. I'll take care of all of you," Celestia said making the younger mares eyes to light up.

"Mom?" Sunset ask looking at her.

"I do have limits and since you're not going to be having sex with them, I'm going to handle them for you," Celestia said. "But first thing first. Girls help me clean Sunset."

The younger mares all complied and Sunset was lifted up being suspended in the air by many arms. Sunset could only look on as the mares along with her mother extended their long and thick tongues out to lick her clean. Making Sunset remember how big and long her mother's tongue is when she grooms her during their baths together. The mares all closed in and began licking her different body parts, and Twilight began licking the outer lips of her labia.

"You're so wet and tasty, I can't get enough," Twilight said between licks.

"Give me a turn!" Lemon Heart said.

"No, don't!" Sunset protested, shaking her head violently. The mares laughed and Twilight went to taste her cunt again.

"Oh, this part of you says different," Twilight said as she beings pushing her tongue into Sunset's cunt.

Sunset blushed harder and tried to suppress another moan and failed miserably. The mares only laughed and continued to lick her body. Tears flowed down her cheeks as pleasure began to cloud her mind. She could feel her body getting hot, her nipples hardening and straining against the hands holding her in the air.

"Stop it.." she whimpered as her body trembled with pleasure.

Twilights only response was to lick her pussy harder, sliding her inhumanly long tongue deep inside her now soaking wet fucktunnel. The licking went on for Sunset didn't know how long. She only knew the mind numbing pleasure that seeped deeper and deeper into her soul. Then Sunset let out a scream as she came onto Twilight's face giving her plenty of tasty juices. Then Twilight stop and Lemon Heart took her place while Twilight began licking a part of her cum covered body.

"Mom?" Sunset ask as she felt Lemon Heart licking her making her feel another climax coming.

"You gave them pleasure with your mouth, now it's theirs," Celestia said as she licks her face.

The mares licked every inch of Sunset's naked sperm-covered body. They licked her tits, dragging their tongues across both slimy orbs. They sucked on her nipples and suckled her like their lives depended on it, and unlike them no tasty milk were coming out. They then licked her full round athletic buttocks and thighs. They also licked her face and kissed her sloppily on the mouth, sucking out the remaining cum. And the younger mares all couldn't get enough of her pussy as they made her cum again and again.

"That's enough girls," Celestia said as she pushes the mares away and lays her daughter onto the bed.

"Now it's time for the main event," Twilight said smiling as she got onto the bed.

Twilight lifts one of Sunset's legs over her shoulder for leverage, and for a better view for the others. Sunset still weak could only lay there and feel the mammoth head lined up with her pussy. The huge head spreads her folds open, its worm and hard against her pussy, she looks down at the large cock that will surely be her demise. Her teeth snap tightly shut, her eyes stare grim, and just when she thinks about shouting for it to stop, Twilight slowly pushes forward.

Twilight grunts, she jabs her staff with rough effort, working her oversized cock head in to a hole that was not made by mother-nature with giant pony cocks in mind. Sunset hiccups with every thrust, for her it's like trying to fit a train through a mouse-hole, she knows one of the objects would break, and it wasn't going to be the train. She then remembers the other cocks of her other members and remembers that Twilight is the smallest.

Finally, Twilight labors paid off, with one finale long push, the tip of her dick open Sunset's tight hole enough for the rest to burrow in, her human pussy pulsed around the large head, without giving the new broken-in pussy time to adjust, Twilight pushed deeper. Sunset's face contorted when she closed her eyes, and opened her mouth as wide as she could to scream, but nothing came out, only when she reached the end of her silent cry, she was able to let out a pale airy howl. Twilight didn't stop till she was all 8 inches deep.

"Wow, that's tight. Thank you Sunset for letting me take your virginity. I know it hurts but, I'll be gentle," Twilight said as she leans down and kisses Sunset's lips.

Sunset can't deny what Twilight is saying, having such a big cock stuffing her makes her feel like a virgin getting her cherry popped for the first time. She had pop her cherry during PE in the human world. The long dick inside her pussy pulled out before going back in this is repeated a few more times, till Twilight picks up her pace. The length at the moment isn't as painful as the width, it's easily thicker than her fingers or any toy she had ever used. She gasped for air which Minuette couldn't stop herself from stuffing her cock into the open hole and started face fucking her again. (2)

Big whopping pony cocks start forming in her blurry vision, they all twitch impatiently, and they drool virile precum, like a badly leaking faucet. It was like the pony cocks can smell Sunset's vulnerable pussy like a pack of predators, like an injured animal they circle around her, waiting their turn to get a peace. The sound of Sunet's cock muffled cry's, from every deep thrust in to her pussy, made the big alien cocks bulk up.

In addition their testicle visibly pulse, the sighs of them overflowing is evident with the precum that actually spits out every other throb. With the churning of the grapefruit size testicles, shifting in to over-drive, their balls sound like there growling at Sunset, like a animal about to attack.

Twilight fucking her pussy thrusts even deeper driving all 8 inches inside, and then halting, allowing it to hit home for Sunset, the impact of how much pony cock she's stuffed with. She feels ready to burst, like her torso's a biscuit can, and all that dick is ready to explode out of her. 8 inches of monstrously thick, and petrifying hard pony is to the literal sense, stretching her pussy to the limit. And she reminds herself that this is on the small end.

Now Twilight started driving her hips back, and forth in full swing. 4 inches would slip out, and then get pushed back in. The long, hard shaft opening her pussy up to new heights, it feels like it's going to snap Sunset's hip bone.

Sunset lying on her back with her mouth, and pussy getting stuffed. She began alternate between sucking and then stroking Minuette's cock so she could have a breather. Sometimes Minuette would rest her head of her cock on to her swollen cock sucking lips so she could kiss, and lick it.

Twilight in her pussy changes tactics. She slowly withdraws almost all the way, and then slams forward. Sunset shouts, with every painful entry, the sound of her cries is accompanied with weighty slaps from the Twilight's huge balls spanking her ass. It turns out sucking, and stroking Minuette's huge dick helped relieve some of the stinging pain. She squeezes, and strokes the hard cock with every womb busting jab she receives. Her thumbs loops over the sensitive head, making the dribbling precum glaze down Sunset's palm, and forearms. And making a mess of her face, smearing the pre-cum, and her spit over her cheeks. The corners of her mouth are red from having to take the beefy cock in her used up hole.

Twilight fucking her pussy starts prodding faster, Sunset knows what that means. The walls of her channel burn from the battering the big invasive cock inflicts on her. With every plunge from the bullying cock, it hits the back wall of her poor pussy.

Twilight fucking her pussy is ready to unload into Sunset, she knows this as she feels the cocks approaching climax as if it was her own. It will be the first time anyone would cum in her pussy, she would never allow any man or male pony to do this, and after this depraved orgy, no man ever will. Twilight hilts all the way inside, Sunset feels the cock erupting strong throbs unleashing jets of cum like a super soaker shooting up her twat. Minuette followed by spraying her load all over both Twilight and Sunset. As for Sunset she lost count how many times she had came.

With a sloppy slurping sound Twilight pulls out of Sunset, she shivers in the afterglow but discovered something unexpected, she felt ready for more. Women can go more rounds in sex than most men, assuming they don't get the pumping of their lives like Sunset just did, but she felt more than just ready to go again, she felt boosted like she got a dose of speed.

"That felt great," Twilight said as she licks her lips of Minuette's cum.

"I'm ready to go," Minuette said as she eyes Sunset's cum filled pussy that's dipping out the payload just pumped into it.

"Can't you see Sunset can't go on," Celestia's voice said.

The girls look down at Sunset who is covered in their combine cum and saw she's totally out of it. She's been fucked into a daze and wouldn't be waking up anytime soon. She's still breathing so she's ok. The girls turn to Celestia and the others, freezing what they saw.

Celestia and the others hadn't just stood by watching as they fuck Sunset's brains out. On the floor Celestia and the other mares have been enjoying themselves while Twilight and Minuette was lost in their fucking of Sunset. Celestia's rear slowly swayed and shimmied as Bon Bon forcefully, but slowly, rocked her equal princess sized 18 inch cock deep into the princess's anus. The princess's vagina was also severely plugged. Moondancer, who was laying under Celestia pushed her hips up and down as she too slowly impaled the princess with her huge 19 inch cock. Lemon Heart and Lyra were equally indulging themselves with Celestia's massive breasts. Each mare had a breast and they were suckling the huge tits as though they were trying to drain all the milk inside of them. Twinkleshine is hanging onto Celestia's front with her limbs wrap around the princess's much larger body, her head between her breasts and impaled by Celestia's 18 inch monster buried deep in her pussy.

"Girls Sunset still has much to learn before she can keep up. Let her sleep while, I show you girls how sex is suppose to be done," Celestia said between grunts of pleasures.

Twilight and Minuette looked at each and grinned, then they jump from the bed and joined the orgy.

!

Author's Notes -

1 - Spike is as he is in the cartoon and has no sex drive as he is still a baby dragon.

2 - That does happen to some girls when they play sports or something like that.

!


	5. Chapter 5

!

Disclaimer: I don't own any of the characters here that belong to MLPor any other work of fiction that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Celestia woke up early and raised the sun by spinning the planet, then settle back into her huge bed as she likes doing. The bed is more crowded since Sunset gotten her herd, not that she minded. Laying all around the are all the members of her daughters herd mates who have been staying in the castle for the past week so that they be able to get to know Sunset better, and she herself has been helping herself to them. She's been teaching her daughter with all the knowledge she has gain over the years in the art of sex, which she taught by example much to her and the herds enjoyment. And what a fine herd her daughter has now, once Sunset is turn back to normal she'll be able to enjoy thrusting her cock into them as she has.

Celestia lick her lips as she looks down between her mountain size breasts to the two sleeping forms laying on top of her. Twilight was still impaled on her cock from last night's orgy, and her insides still pack with her cum, which she felt with her cock twitching inside of her. Sunset is trap between them laying face down on top of her and Twilight sleeping on her back. And if she is like Twilight with her, Sunset is still impaled on her cock. Sunset is still getting use to sex and has taken any of her other herd mates in her pussy yet, which the others didn't mind much since they get to have sex with her instead. Sunset has been sleeping on top of someone since if she isn't sleeping on someone there's the chance of someone rolling over and crush her under them. Like the first night when Bon Bon rolled over and ended up smothering Sunset in her sleep. And Bon Bon woke up everyone up with a scream when Sunset bit down hard on Bon Bon's breast that was smothering her.

It reminded her of the time... Celestia's eyes widen when she realized that the Summer Sun Celebration is going to take place next week. Which means that her sister will be coming back. Celestia stares at her slumbering daughter's face with a growing sense of horror. Her sister will be coming for her and she would turn her attention to Sunset as well. She couldn't let anything bad happen to her daughter again. She will have to get Sunset far away from her when Luna comes for her.

!

Next Week -

"I can't believe the princess," Twilight groaned as she and the others were flown by carriage that was held in the air by 10 Pegasuses royal guards. They were needed for all the passengers in the carriage they're carrying. And made great time flying in the early morning with the sun still being brought up into the sky.

"What did mom do?" Sunset ask from her seat looking out of the window. This is her first outing since coming to this world, her mother sent her to oversee all the arrangements for the Summer Sun Celebration.

"Sending me to Ponyvile with you all instead of looking for the Elements of Harmony. Nightmaremoon is returning and she wants me to be with you to over see the Summer Sun Celebration. Saying, I reading too many dusty old books and should make some new friends," Twilight said.

"That sound like mom," Sunset said remembering how mom would tell her to make some friends. Then she began thinking of how weird it is for her to be going to Ponyvile like how she ended up in the human world one.

"I was planning on a party," Moondancer said.

"Girls tonight gangbang her till she doesn't know which way is up," Sunset said.

"Ok!" the others said.

"What!" Moondancer said in surprise.

"I need a night of sleep without anyone wanting to have sex with me," Sunset said as she is still sore from last night. "I need time to recover."

"It wasn't that bad, I was going easy on you," Minuette said. Last night she finally gotten to fuck Sunset after Celestia convinced Sunset to let her other herd mates to fuck her. Which Sunset finally agreed to but she wanted to take baby steps and work her way up the ladder. Which was Minuette with her 14 inch cock that stretched her cunt wider then Twilight's who had loosen her up first before her.

"I'm next," Twinkleshine smiles thinking of her stuffing her cock into Sunset.

"I guess we just have to take turns," Lemon Heart said to Lyra who nodded in agreement.

"And me and Moondancer will be the last ones," Bon Bon grunted.

"Well we can't just plunge our huge cocks into her. We'll break her and Celestia will be angry with us," Moondancer said to her. "We just have to let the others stretch her out first."

"And it's not easy for me," Sunset said remembering how much it hurt her when Minuette stuff her cock into her, she's glade that Twilight had cum so much into her making her cunt very lubed up for the bigger cock. Which is then replaced by mind numbing pleasure as she lost count how many times she came.

"Yes you are very small," Bon Bon teased.

"And it's the reason why, I have to sleep on top of someone," Sunset said glaring at her.

"I can't help it if, I roll around when, I'm sleeping," Bon Bon said blushing.

"That's the second time this week, I was crush by you," Sunset said before turning to the others. "And the rest of you grab me and smoother me by holding my face on your breasts."

"Aren't you use to that?" Twinkleshine ask.

"The princess is much bigger then any of us," Lemon Heart said.

"Mom doesn't treat me as a stuff toy," Sunset said.

"We can't help it you just smell so good," Minuette said as she puts her hand on Sunset's leg.

"Stop that!" Sunset said slapping the hand away.

"Well at least the princess gave you that shield necklace to keep your scent from effecting others," Twilight said.

"But of course once we're in close that's...," Bon Bon was saying as she leaned in close to Sunset who suddenly thrust Spike who was busy stuffing himself between her and Bon Bon.

"Hey!" Spike shouted as he drop his bag of chips.

"Breathe smoke on her," Sunset said.

"Sunset don't use Spike like that," Twilight said bubbling Spike with her magic and taking him from Sunset, placing him next to her.

"Well, I need something to keep you girls from grabbing me and having your way with me," Sunset said.

"The princess did gave you that ring that makes the shield around you stronger," Moondancer said.

"That's true," Sunset said before turning to Spike who had the backpack full of scrolls. "Where are we're staying at once we get to Ponyvile?"

"Golden Oaks Liberty," Spike said.

"Well those two be happy," Sunset said eyeing Twilight and Moondancer both are smiling at that thought.

!

Ponyvile -

The carriage drop off Sunset and her herdmates then flew back towards the castle, leaving two of them behind who stayed to drop the luggage of the girls at the liberty. The girls carried only what they needed for their short stay as they would only be staying for 2 days. Sunset wasn't to reveal she is Celestia's daughter to anyone till her mother comes for the grand event when she raise the sun the next day.

"Why am, I the one doing this?" Bon Bon ask as Sunset rode on her back in a saddle hybrid harness thing.

"You're the strongest and can easily carry my weight. I can't keep up with any of you and, I'll get all sweaty which all of you can't do and seem to love licking the salt of my sweat off of my body. And all the mares in this town will smell me and swarm me. Plus this is for you crushing me when you sleep," Sunset said.

"She's right," Lyra teased as she and the others look up at Bon Bon and Sunset riding her.

"Can, I ride?" Spike ask Twilight.

"No," Twilight said as Spike while small is still heavy for his size. Which he stands at 2 feet.

"Just ride on the cart," Lemon Heart said who has a small wagon with her that reminded Sunset of the toys in the human world. It's for all the food and drinks as they be walking for most of the day.

"Ok," Spike said seating himself on the wagon.

"What's the first thing on the list that the princess wants us to do?" Twilight ask.

"Make some friends," Spike said earning him a grumble from Sunset.

"Well you mom does want you to know more ponies then just us," Lemon Heart said.

"So just say hi," Twinkleshine said.

"Hello there," Sunset said to the first pony close enough to hear her.

Which is a pink mare with a poofy mane giving Sunset a long, scrutinizing glare, standing right beside the group. She's an Earth Pony who is about as tall as Bon Bon is and has a very bouncy body to go with it. The moment Sunset looked into her eyes, her's widened in shock seeing the counterpart of Pinkie Pie. Who made a loud gasp in shock, jumping high into the air. Then when she landed she run away in a pink blur.

"What was that?" Sunset ask having flashbacks.

"That was just Pinkie Pie," Bon Bon said reminding everyone that she lives here. Well for a few months that is and still learning about the town. "She's up to something. When, I first move in she lured me into the bakery where she works to throw me a party."

"We don't have time for that," Sunset said. "We got things to do before mom gets here. Spike what's on the list?"

"Let's see banquet preparations is being taken care of with a mare at Sweet Apple Acres. It's the first thing on the list after making some friends," Spike said.

"Onward Bon Bon," Sunset said.

"I can't believe, I'm doing this," Bon Bon said with her friends giggling at her and the town ponies staring at her.

!

Sunset was thinking about the name of the farm, Sweet Apple Acres and about the one she knew about in the human world. Wondering if the one here is like the one she knew about. Then she saw the farm which is much bigger then the human one but lack all the farm machines that made work easier. There were rows of vegetables, a chicken coop, a barn, and a farm house in the distance. Then there's that vast apple trees that covered most of the farmland. There were trees as far as the eye could see, shiny red orbs hanging off every single one of them.

A loud 'Yeehaw!' sounded nearby, made by an orange mare wearing farming clothes with a matching brown hat was running up to the trees. She stopped in front of one of them, and kick the tree. The kick was so powerful that the apples in the tree fell neatly into buckets below. Sunset could only stare at Applejack's counterpart who is even bigger then Bon Bon.

"Hey Applejack how are you?" Bon Bon shouted getting her attention and brought her running up to them.

"Mighty fine, how are ya?" she responded with a thick country accent. She look at all the unicorns with Bon Bon and then at Sunset who is ridding on her, staring at her.

"Good. I'm here with my herd mates helping to over see all the preparations for the celebration," Bon Bon said.

"Really?" Applejack ask before looking up at Sunset's face. "I never seen someone like her before."

"I'm Sunset a human," she said looking down at Applejack's face from Bon Bon's back.

"Ahm Applejack! Welcome to Sweet Apple Acres! What can ah do for ya?" Applejack greeted her.

"I'm here because of the celebration the princess sent me to oversee everything. I'm just making sure that everything is good to go," Sunset said.

"Yup, we were in charge of catering' this year!" she said obviously proud of what that meant as the princess herself would be there for the event. "Would you like to sample some?"

"Ok," Minuette said.

Applejack gave me a big smile, and went over to a nearby tree with a triangle hanging off of it. She grabbed a spoon and rang it loudly.

"Soup's on, everypony!" she yelled out.

Sunset from her perch on Bon Bon's back heard a loud rumbling that sounded like it's approaching from behind. When she turned to face it, she saw a stampede of candy-colored Earth Ponies rushing in her direction. Sunset screamed in terror as she and her herd mates were engulfed into the horde, turning a potential trampling into a forced crowd surfing.

They dumped Sunset's group onto picnic table, where she was trying to catch her breath and make sense of what just happened. Due to the recent trauma, Sunset wasn't paying any attention to Applejack, who was busy introducing every single member of her extended family to her group. When Sunset finally got her bearings she looks at the 3 familiar figures she remembers from the human world. A big red mare who Applejack named Big Macintosh, a yellow filly with a pink bow she named Apple Bloom, and an ancient green mare named Granny Smith. Sunset was left blinking as she stared at all the big and powerful Earth Ponies around her, besides the older members, all of them are as big or bigger then Bon Bon, with Big Macky being the biggest with a body that matched her mother's. She looks down at Apple Bloom and while she is about her size is still very busty. Sunset became very self aware of how her body compared to every pony she has met.

The whole time during the introductions that Sunset didn't hear, everyone was placing apple-related treats on the table.

"Well, what are ya waitin' for? Dig in!" Applejack said to Sunset as all her fellow herd members began sampling the food.

"Wait this is what's going to be serve for the Summer Sun Celebration?" Sunset ask looking at all the apple type food.

"Yes," Applejack said proudly.

"I'm ok with apples but nothing but them? Where's the variety? This is going to be a party, so there must be food for ponies who have a different taste," Sunset said.

"Hold on there. The Apples have always been the ones who setup the food for the Summer Sun Celebration and it's always been apples. I'm sure that the princess will like them," Applejack said.

"Yeah it's a tradition," Apple Bloom said.

"Yup," Big Macky said.

"So you're all set on serving nothing but apples?" Sunset ask.

"Yes," Applejack said.

"No letting others bring food?" Sunset ask.

"No it's a tradition," Applejack said.

"And nothing will change your mind?" Sunset ask.

"Nope," Applejack said firmly.

"This will be the first and last time the princess be coming here then," Sunset stated.

"What do you mean by that?" Applejack ask giving her a dirty look along with the rest of the Apple family.

"That you're so set in your ways that you won't make any changes just because it's tradition. If you were all walnut farmers and even if someone who if they ate a walnut would die from it," Sunset said.

"HEY!" Applebloom shouted.

"Applejack you should change your mind. Shallow your pride. Sunset is very close to the princess," Bon Bon said.

"So what!" Applejack growled. "This is a tradition for the Apples and nothing and no one will ever change it."

"Fine then. Come girls lets go there's more ponies to meet and ones, I hope aren't as hard headed," Sunset said.

"Well you really did it," Bon Bon said face palming herself as she got up to Applejack.

"I'm not about to go against tradition just because of someone like her," Applejack said. "Even if she is close to the princess. I'm sure that she'll enjoy the food."

"She might but upsetting Sunset isn't something you want to do. She'll just tell the princess about what happen," Twilight said remembering that one guard who's lust got the better of her and tried to steal Sunset's underwear for their scent.

Sunset was in heat or the time of the month as her being a human goes into heat every month unlike ponies who only go into heat every few months. And during that time Sunset's scent becomes very powerful which is why the guard lost control over herself. Which Sunset discovered as she was in the bathroom at the time when she found the guard smelling her underwear while jacking off. Which caused her to scream loud enough to alert the whole castle and by the time Celestia got there Sunset had lock herself in the bathroom and wouldn't come out. This was when Celestia was still struggling to find a way to contain Sunset's scent so something like that wouldn't happen.

"What's the worst that can happen?" Applejack ask.

"You don't want to know," Twilight said leaving with the others. The guard was thrown into a cell under the castle and force to serve all the other castle staff for a month.

!

"What's next on the list?" Sunset ask Spike after she and her herd left the farm far behind.

"Okay, next is the weather. A pegasus pony named Rainbow Dash is supposed to be clearing the sky," Spike said.

"Rainbow Dash?" Sunset said seeing a pattern in the ponies she's meeting. And if Applejack is as hard headed as her human counterpart the same would be with this Rainbow Dash.

Sunset looked up to see the numerous clouds still in the sky. Considering it was afternoon now, it meant Rainbow Dash is just like her human counterpart. Then something splatted next to her group, covering them in mud. It was a cyan colored pegasus with a rainbow mane, who was now covered in mud.

The pegasus jumped up from her prone position and shook off the mud, thankfully missing the others but ended up hitting Sunset's face.

"I meant to do that," Rainbow Dash said.

"Rainbow Dash," Sunset said growling out the words.

"Yep, that's right! Why, you heard of me?" Rainbow Dash ask perking up.

"There's a pegasus named Rainbow Dash that's supposed to be keeping the sky clear, and you have a rainbow mane," Sunset said.

"Not that hard to figure out," Lemon Heart said upset too being covered in mud. She used her magic to clean the mud off of her. The other unicorns of the group followed suit and clean Spike, Bon Bon, and Sunset as well.

"You'll hear about me someday. I'll be in the Wonderbolts, you'll see!" Rainbow Dash said not paying attention of what damage she has just done.

"Those showboats? They're a waste of money. All they do is put on airshows and do very little in protecting," Sunset said as she's been looking at her mother's files reading up on the kingdom. And saw the Wonderbolts are the same as in the world she came from.

"Hey!" Rainbow Dash said not liking what she's hearing.

"Besides even those hacks wouldn't let someone like you who can't clear the sky for the party to join," Sunset said.

"I can clear the sky in a jiffy," Rainbow Dash said.

"Sure you can. Girls let's go," Sunset said causing the group to walk away from an angry Rainbow Dash.

"Hey! Come back you short... Wait what are you anyways?" Rainbow Dash said realizing that she's been talking to some creature she had never seen before.

!

The town hall was easy enough to find, as it was the largest building around, save the big houses in the distance. Inside blue fabrics were draped around the room. Blue banners were flanking the central balcony, one with a sun and one with a moon. White flowers were hung over every doorway. Decorations looked to be nearly complete.

"Beautiful," Spike said admiring the view.

"It's ok," Sunset said not her taste but at least it's not like the last two.

"Not the decor! Her," Spike pointed at the lone unicorn, standing central to the room. The unicorn was a regal white, with a curly purple mane. Just a glance at her was enough to know her personality traits. She was posed like royalty, scrutinizing every ribbon that floated by her.

"Oh great," Sunset mutters guessing that she's going to be meeting Fluttershy next.

"How are my spines? Are they straight?" Spike ask fussing over his appearance.

"Spike down boy," Sunset said. "Hello, I'm the overseer for the party."

"Just a moment, please!" Rarity interrupted. "I'm in the zone, as it were."

"Will you be done for tonight?" Sunset ask.

"I'll...," Rarity began to say as she face Bon Bon and look upward to see Sunset riding on her.

"I'm Sunset the overseer," Sunset said.

"Bon Bon?" Rarity ask looking at the Earth pony.

"She's a human Rarity and the girls behind me are our herd mates," Bon Bon answers.

"Oh my!" Rarity said her eyes lighting up. "She's so small and cute!"

"What?" Sunset ask in surprise not liking the look on Rarity's face as she stares at her. (1)

!

"Wasn't she wonderful?" Spike ask still love struck.

"I suppose," Sunset reluctantly agreed. "It was very nice of her to let me use her bath and give me a chance to catch my breath from all this weirdness."

"And all of those clothes she wanted you to put on," Lyra said giggling.

"She was acting like she was dressing a doll," Moondancer said giggling as well.

"The princess is going to love this," Twilight adds.

"Enough!" Sunset shouted at her herd who all continue to giggle. "Spike what's next?"

"The last one is music," Spike said.

Sunset was going to say something but stopped when she heard an melodic series of bird whistling. From her position on Bon Bon's back Sunset could see above some bushes to find a bunch of birds in a tree, whistling along with the directions of a yellow coated, pink maned pegasus. Sunset mutters to herself seeing that she was right about meeting Fluttershy next.

"Hello!" Sunset called from a distance.

This startled Fluttershy, and her startled gasp frightened her birds, who flew away. She looked back at Sunset, visibly trying to regain some composure. But then stop moving as she stared at Sunset, really looking at her with a smiling appearing on her face.

"A new animal!" she shouted out and like she teleported was floating right in front of Sunset. Then she spotted Spike. "And a baby dragon!"

"Girls meet Fluttershy," Bon Bon said.

"Not again," Sunset said.

"She can talk?" Fluttershy ask.

"Yup," Spike answers.

"He can talk too!" Fluttershy shouted out again.

!

The Golden Oaks Liberty is a gigantic tree with windows and balconies, a stargazing platform, and a door with a candle symbol on it. Which Sunset saw first as her group had walk to their housing while they're staying at the town. All awhile listening to Spike talking to Fluttyshy who has been following the group.

"...and that's the story of my whole entire life! Well, up until today. Do you wanna hear about today?" Spike ask.

"Oh, yes, please!" Fluttershy said.

Once in front of the front door of the tree house, Bon Bon lifted Sunset off of her back placing her on the ground. The girls all filed into the liberty with Sunset the last to go in as she pick up Spike and carried him into the building. Fluttershy followed them in closing the door behind her.

"Hey, why's it so dark in here?" Spike asked.

"Girls most of you are unicorns. So get with the lights," Sunset said.

The unicorns horns began glowing but they cut off their magic when the room exploded with light, followed shortly by 'SURPRISE' being yelled by no less than fifty ponies.

Sunset jumped at the sudden noise, looking about at all the ponies that surrounded her. Who are all naked showing off their busty bodies that put any human's to shame and giant size cocks. She quickly jump into the middle of her herd for protection who closed on in around her, knowing that her mother won't be please if anything were to happen to her while they're with her. Sunset wanted to get out as she doesn't want to be in the middle of this orgy in the making.

"Surprise!" Pinky Pie shouted as she bounced over to Sunset. "I'm Pinkie Pie, and I threw this party just for you! Were you surprised? Were ya? Were ya? Huh huh huh?"

"You broke in here just to throw a party?" Sunset growled at Pinky who is ignoring the question.

"Remember me? I saw you earlier today while you were talking to that dragon and Bon Bon's friends I went up to you and I realized-" She stopped mid-sentence to mimic her large gasp from the first time we met. "See, that's because I didn't recognize you, and if I didn't recognize you, that must mean you're new, because I know everypony in Ponyville!"

"You broke in," Sunset growled again.

"And if you're new, that means you haven't met anyone yet, and if you haven't met anyone yet, you must not have any friends, and if you don't have any friends then you must be lonely, and that made me so sad, then I had an idea, and that's why I went-" She gasped again. "I must throw a great big ginormous super-duper spectacular welcome party and invite everyone in Ponyville! See? And now you have lots and lots of friends!"

She stepped aside slightly so that Sunset could see everyone that she met so far. Applejack, Rainbow Dash, Rarity, and Fluttershy, all of who were giving her welcoming smiles. Well the last two as both Applejack and Rainbow Dash quickly turn to frowns as they saw who the party was for. Some of Applejack's family who came for the party and for the Summer Sun Celebration before heading home.

"So you threw a surprise party for me so I could make some friends?" Sunset asked to get confirmation.

Pinkie nodded vigorously.

"And you broke in," Sunset ask again.

"It's ok since we're friends now. This is a big welcoming party for you and all of Bon Bon's friends," Pinky Pie said.

"This happens all the time," Bon Bon adds.

"What's next?" Sunset ask.

"After we eat and drink we can start the orgy! Or we can start right now," Pinky shouted as she presented her massive cock to Sunset's face.

"Shields up!" Twilight said as she and the other unicorns casted a shield around their party.

"Hey what's the matter darling?" Rarity ask.

"This is just an orgy," Fluttershy said seeing how scared Sunset is.

"Sorry girls but Sunset is off limits. The princess will be furious if something happens to her," Bon Bon explains.

"Why is she so important?" Applejack ask.

"Is she some kind of monkey pet?" Rainbow Dash ask and smirk seeing how Sunset eyes were darting around the room staring at all the cocks. "What's the matter never have a pony cock monkey?"

"Is that's why she's so close to the princess? She's the royal pet?" Applejack ask.

"I'M NOT A PET!" Sunset snaps.

"Then what are you?" Rainbow Dash.

"Are you her personal cock sucker? Is that why you're so close because your her personal sex toy?" Applejack ask smirking.

"I'M HER DAUGHTER!" Sunset shouted in her face.

Both Rainbow Dash and Applejack faces fell hearing that. The other ponies in the room were also step back in shock hearing that the princess has a daughter. They all turn to Bon Bon for an answer.

"She is and the reason why she's a human and not a pony. Is because of a magical accident that transformed her. And her mom is very protective of her. We're her personal royal harem and the only ones what are allowed to have sex with Sunset and only when she wants to," Bon Bon said.

"That... that...," Applejack began saying as she realized what she had done.

"That means once mom gets here. I'm going to be telling her all about my day here," Sunset said slowly as she stared at Applejack before turning to Rainbow Dash. "And that means you to slacker!"

"What happen?" Rarity ask.

"Besides you and Fluttershy, didn't really give her a good impression of Ponyvile," Twinkleshine said.

"Applejack there went on about always following tradition and refused to change for anyone. And Rainbow Dash was too busy trying out moves to join the Wonderbolts to do her job. Which wouldn't have been much of a problem if she hadn't ended up covering us with mud and not even saying sorry for it," Lemon Heart said. (2)

"Which could make this the first and last time the princess is ever coming here," Minuette said.

"Seeing that this is the first time she let Sunset out of the castle and first impressions are important which is a coin toss," Lyra said balancing with her hands how the day went.

"Well Rarity wasn't bad. Even if she wanted to play dress up," Twilight said.

"Fluttershy was great," Spike adds.

"Pinky Pie breaking in and setting up a surprise party that will turn into an orgy isn't looking good either," Moondancer said.

"But doesn't she enjoy sex?" Pinky ask.

"I do but only with ponies, I know and in my herd," Sunset said.

"Oh," Pinky said realizing that Sunset is one of those ponies who are only interested in relationship sex with herd members only.

"Come on now we can fix things," Applejack said giving a nervous smile.

"If you want to fix things you and the rest of the Apple clan can go and prepare meals that don't have any apples in them! And, I mean none! And as for you Rainbow Dash you either clear the sky and keep it like that. Or, I'll make sure you never be able to join the Wonderbolts even if they do suck," Sunset growled out. "Or if anyone here has anything to add to the Summer Sun Celebration be my guess. As the royal heir, I give permission for anyone to fix up what needs to be fix. Or make things better."

"I can get muffins!" Derpy said.

"And I can get bake goods," Pinky adds.

"Good anyone who wants to add variety which Applejack here is against," Sunset said pointing to said mare.

"Me and my music group can play music for the Summer Sun Celebration," Octavia said.

"And, I can add speakers," Vinyl adds.

"Good the birds Flutteyshy has are good but we need to be able to hear them," Sunset said.

"But my birds...," Fluttershy began.

"Will be the opening act. After they sing mom in then the band will take over," Sunset said.

"What about me?" Rarity ask.

"Do whatever," Sunset said. "What you did is ok."

"Ok? But you live in the castle and are royalty," Rarity began but was stop by Sunset.

"I hate all the stuff shirts and upper crust stuff. Mom doesn't like it much either but puts up with it because it's expected of her being the princess," Sunset said.

"Really?" Rarity ask.

"I'm her daughter. Don't you think, I know my mom?" Sunset ask.

"She has a point," Derpy said.

"Now... EVERYONE LEAVE! THE ORGY IS CANCEL!" Sunset shouted causing all the ponies to run out.

"You're mom isn't going to like this," Twilight said.

"She said not to reveal yourself," Spike adds.

"I can handle mom and so what if the ponies here now know that, I'm Celestia's daughter. Mom was going to reveal that when she shows up. So let's just get some sleep so that we'll be rest for the party and watch the sun raise in the morning," Sunset said.

!

A shadowy figure flew from the window of the Golden Oak Liberty. It had detected a strange scent that was being masked by magicu but the magic wasn't able to mask the scent from her. She had been following the scent detouring from heading towards the castle to see where the scent was coming from. She had been listening and watching the strange being calling itself a human, who is covered with the magic residue of her sister. She had thought that the creature was just some sexy thing that her sister had made into her bedmate as the others with her smelled of her sister. She still had her own royal herd that only have sex with her, which she planned on taking them and marking them as hers. Then she learn the truth. This Sunset wasn't part of her sister's royal herd but her daughter, making her an aunt.

In her shadow form Nightmaremoon flew towards the castle with a plan forming in her head. She smiled as she has plans for her sister and her niece. She has been all alone on the moon with nothing but the shadows she learn to create to past the time. Yes with their help she will show her sister the power she gain not banishing her like she did with her, but pull her into the darkness with her. As they should have been from the start. Followed by her niece as family should always stay together one way or another. She licks her lips thinking about how they'll be together, and all the pleasure she will have with them.

!

Author's Notes -

1 - Rarity in this fic likes small and cute things that she can dress up.

2 - Applejack and Rainbow Dash do come off as jerks sometimes.

!


	6. Chapter 6

!

Disclaimer: I don't own any of the characters here that belong to MLP or any other work of fiction that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Celestia walk down the hallway of the vaults that hold many secrets and treasures that she has put away in her long life. She stops at the vault that... could had been her daughter's tomb. She was so close in losing her, if she hadn't made that bomb... she would had died and she wouldn't had even known till she open the vault to get the mirror out.

The vault door suddenly open by itself in front of her, causing her to step aside as the heavy door swung outwards. Her eyes widen as she stares at what was hidden behind the door. Her mind breaking apart as she refused to believe what she's staring at in front of her. It was dried up, the husk had curled up in a ball before it died. Staring with empty eye sockets at the door that refused to open, staring at her.

Celestia step backwards refusing to believe what's in front of her. She wanted to run away and find her daughter to prove to herself it can't be true, even with what's in front of her. Then in a raspy voice, it spoke.

 _"Mom why did you let me die?"_

Celestia run down the hallway trying to escape the horror in the vault, only to find more horror in front of her. The vault doors that lined up the hallway all open revealing another Sunset behind each one. Each of the Sunset's died a different way, one died by fire, another by water, one with her heart cut out, one carrying her head, all of the Sunset's all dying one horrible way after another all asking the same question.

 _"Mom why did you let me die?"_

She then came to the final vault door that open itself up in front of her. The Sunset that came out of it completely broke her upon seeing her. This one was completely naked, covered in dried cum and other fluids that kept the filth on her broken body. She held something small in her arms that's covered in blood, a cord made from flesh connected what she's holding in her arms and going up her cunt. This Sunset look up at Celestia who is frozen in horror. She spoke in a completely empty voice as she had nothing left inside of her to feel anything anymore.

 _"At least you're a grandmother now."_

Celestia jolted up in her bed, covered in sweat and her face covered in tears. Her dreams since her daughter came back to her is always filled up nightmares. It always had something to do with Sunset and her seeing what happen to her, because of what she did to her. But it seems that without Sunset in bed with her, so she could hold her body against hers. The nightmares grows worse as she remembers how at first she slept in the chair besides the bed before sharing the bed with her daughter. And now without her daughter with her, the guilt she still has inside of her is coming back.

"I do wonder if you have the same level of guilt with me?" Nightmare Moon ask as she revealed herself standing in front of her bed.

"Luna?" Celestia ask wondering if she was still dreaming.

She got her answer as magical chains made out of shadows lash out from her bed's headboard and shackled her arms. A ring came was quickly placed on her horn preventing her from using her magic. Her bed sheets were pulled off of her to reveal her naked body to her sister, who is leering down at her helpless form.

"It's been a long time sister. I came back after you banish me to my moon for a 1,000 years. I have been looking forward in making you pay for that, you bond like this unable to use your magic while, I and anyone I choose make you our cum dump. But then, I discovered that in the time, I was away you went and had a daughter. Not by birth but if you dream is anything to go on, you deeply care for her. I have seen her and she is a sweet young thing, so small but her scent makes me want to stuff my cock into her. She's so small, unlike the many lovers we use to share between us, the plump and cheeky ones were what we use to love being our bedmates. But your daughter, Sunset on the other hand, I can get use to having a taste of the little ones," Nightmare Moon explains to her sisters. She's going to be taking her time thanks to the spell she place on the room, making sure no one is going to be bothering them.

"No! Sister please no, not Sunset. I almost cause her to die. Use me as you want just leave her alone!" Celestia pleaded with her sister.

"Oh sister you have been holding back too long. You would had fuck your daughters young and tender body in the past. And using a compressing spell on your cock? Sister you should had shown your daughter your real size and shown her how to take it," Nightmare Moon said.

"I was different then. But, I am her mother and will not harm her again. Sister she is simply too small as a human to take either one of us at full size," Celestia said.

"You mean this?" Nightmare Moon ask as she makes her armor disappeared revealing her naked body that is in every way equal to her sister's. Her massive cock began growing as it filled with blood, 17, 18, 19, 20, before stopping at 26 inches of powerful cock with its elongated, glistening head already leaking precum and a set of huge cum filled balls.

"Sister you saw Sunset. You know she will never be able to take you inside of her," Celestia said her eyes glued onto the cock she hasn't seen for a 1,000 years.

"Oh don't worry," Nightmare Moon said as she climb onto the bed and rested her cock on her sister's pussy lips. "You're going to be the one who gets to do it first, she is your daughter after all."

"What?" Celestia ask.

"I'm going to bring back the sister, I use to know. It's time for Molestia to return and show all of our little cum buckets what it is to serve underneath us," Nightmare Moon smiles as she slams her cock into her sister.

Nightmare Moon smiled an evil wicked smile and grab Celestia's legs and placed them on her shoulders. Letting her pump her cock deeper into her sister's busty body. She bent down to make out with her as she slammed her throbbing clock hard into her sweet and tight pussy, snacking her big balls against her ass. She looked deep into her beautiful and terrified eyes, as her dark magic mixed with her cum began to infect her body. She fucked into her and leaned down to kiss her sister passionately as her mouth defied her and she accepted her savage tongue and longing lips that drooled and sucked all over hers. Celestia had long for the touch of her sister since she banished her and her sister in turn has been waiting for this day too.

Celestia groaned as she felt a continuous wave of intense orgasm flow through her as she cummed all over Nightmare's massive cock. Feeling her massive ball sack pounding and smashing against her perfectly round bubble butt cheeks. Nightmare obsessed over Celestia's incredible buxom and soft body, as it is as she remembers it. She rose up like a fearsome beast arching her back and pressing all the weight of her powerful body into Celestia's poor wet pussy. As she balled up her fists and pressed them down tightly against the mattress to the sides of Celestia's waist and just in front of her curvaceous sexy hips pinning her sister down for a deep hard fuck session.

For several long hours the room was filled with violent sounds of heavy sweaty meat pounding against meat. Nightmare has been waiting for this day and wasn't going to be satisfied so easily with a few dozen cumming deep into her sister's body. No she will break down her sister's will with mind breaking pleasure and pump her full of her dark magic infused cum. She wouldn't banish her sister, no she will be at her side and turn this land of a never ending night of sex. And her niece will be with them as a family.

!

Ponyvile -

Twilight and her fellow herd members kept watch as Sunset slept with Lyra watching over her. Twilight look outside to see what looks like all of Ponyvile falling over themselves to get everything ready before the princess gets her. With Sunset revealing herself to be Celestia's daughter and making her the crown heir, made all of Ponyvile panic. As with the two of the leaders in charge of the Summer Sun Celebration upsetting Sunset, one with her being set in her ways and unwilling to change, then the other who is too busy trying out stunts to do her job. May make this the last time the princess would ever come to Ponyvile. Which is way all of Ponyvile is doing what they can to make it up to Sunset.

"Looks like the sky is clear," Lemon Heart said looking out of a window.

"And looks like Applejack has all of her family members helping out in making none apple meals. The other farmers are bringing in their own food as well," Bon Bon said. A steady stream of ponies with apple term cutie marks are coming and going, carrying food trays to the town hall.

"Rarity looks like making the decorations simple," Moondancer said as she watches said mare take some of the fancier decorations down. Sunset made it known that she doesn't like the culture of the upper classes and nobles. Which her mother agreed with her as she is also tried of it, but as ruler she has to bare it.

"And looks like Fluttershy is getting her birds and the mares forming a band are getting ready," Twinkleshine said seeing said mares with their stuff going into the town hall.

"I wonder if it's going to be like this next year with the next place the princess sends Sunset to oversee the Summer Sun Celebration?" Minuette wonders out loud.

"Word will spread about this so the next place shouldn't make the same mistake of upsetting Sunset. All the other overseers having a bad time is one thing but with Sunset being the princess's daughter, once Celestia hears about this Ponyvile will be lucky if she ever even thinks about holding the Summer Sun Celebration here again. But of course that's if Sunset is sent to oversee things again," Twilight said.

"Well many other royals in other lands do send their children to over see important events," Moondancer said. "But of course with her revealing herself and making the ponies of Ponyvile to redo everything. Will make it look like if she doesn't like something she will get her mother to blacklist the place that doesn't make her standards. Or make her upset."

"If Sunset didn't do what she did, who knows what would had happen. Sunset being gangbanged by most of the ponies in Ponyvile would have made the princess be filled with unholy rage. Seeing how they wouldn't be able to control themselves and not stuff her with their giant cocks," Lemon Heart said remembering how many of the mares are in Bon Bon and Moondancer's size range.

"Once they smell her scent they won't be able to control themselves with her. Unlike us the princess won't be around for us to have sex with," Twinkleshine said. "Which reminds me Twilight you said that the princess doesn't have sex with ponies who never had sex before but did with you."

"She tries to keep herself from doing that. But with how much She was turn on and you know how powerful Sunset's scent is when she is turned on. The princess couldn't risk herself being in a highly turned on state with Sunset with her and needed me to relieve some pent up lust," Twilight said blushing.

"And made it hard to follow that monster cock of hers and the skills to go with it," Moondancer said.

"Well it's not like you didn't like how she used her cock and skills on you. You came like crazy when it was your turn to be stuff by her," Bon Bon said smirking at Moondancer.

"You should talk," Moondancer said back.

"I am the only one who she used her true size on," Bon Bon said her body shaking remembering the monster the princess revealed that's hanging between her legs and good it felt when it was stuff into her.

"Taking Moondancer is one thing... but the princess is bigger, longer and has years of experience to back it up," Minuette said.

"Of course Sunset did make a big scene when she was suddenly saw her mom's true size," Lemon Heart said remembering how she moved out of the way after spraying her load on Sunset's face blindly her till she wipe all the cum off, only for her to get an eye full of her mom's giant size cock.

"It did help that Bon Bon wanted her to lick it," Twinkleshine said.

"I done it with my mother," Bon Bon said.

"Yes but remember Sunset mindset is still like that of a human's and incest is a big taboo there," Twilight said.

"Too bad the princess's cum is so tasty and once she uses her real size it just keeps leaking precum," Minuette said.

"I think it's because of it size it needs to do that," Moondancer said as her cock does do the same but not as much as the princess.

"I'm hard now," Lemon Heart said revealing her cock that has become hard with all the talk about sex.

"Me too," Minuette said as she head upstairs.

"Where you think you're going?" Twilight ask.

"Going to see if Sunset is up for some fun," Minuette said walking up the stairs to the second floor with the others following her, in case Sunset is up for it.

On the second floor they found both Lyra and Sunset together at the bed by the window. Sunset is sitting up on the bed her head nestled on Lyra's chest with a nipple in her mouth suckling the milk within. Lyra is enjoying the milking from her visible hard-on., which Sunset hand is stroking. Sunset stop when she saw the other girls staring at her.

"Too tried for sex?" Bon Bon ask grinning.

"I was hungry and Lyra offered her milk," Sunset said blushing. She has just gotten use on drinking breast milk and with her mom feeding her that way for so long she just gotten addictive to it. With her own herd and all of them having milk filled breasts, she has just gotten use to drinking milk before going to bed. It helps her sleep.

"And jerking her off?" Twinkleshine ask.

"I wanted something out of it," Lyra said.

"I just getting her ready for you girls. Remember all of you are going to give Moondancer a good fucking," Sunset said.

"Oh yeah," Moondancer said blushing.

"But since you're still up we're going to need some help from you," Bon Bon said.

"I said no. I want to sleep not covered in cum and, I'm still sore from Minuette," Sunset said as the reason why she had Bon Bon carrying her around all day, besides getting back at her from rolling on top of her when they were sleeping.

"Fine," Bon Bon said walking up to the bed. "But first thing first."

"What?" Sunset ask not liking how Bon Bon is looking at her.

Sunset found herself on her back on a pillow on the floor, with her lower half up in the air. Her bottom is being held up by her herd mates with her legs spread out, allowing her seven herd mates easy access to her pussy. Which all seven of them are fighting over for her sweet juices that none of them can't get enough of, using their long and thick tongues. They're pressing their facings against each others, their mouths wide open as they lick and press their tongues against each others, all of them focus on the tasty honey pot in the center of their tongue orgy. Sunset was trap as all seven of her herd mates held her bottom up and pressing their bodies against her that's in the middle and her head between Moondancer's legs. Their tongues are so powerful and thick all fighting over the right to lap up her juices. They even take turns pushing their tongues deep into her pussy like a cock making her cum like crazy. And the girls have no intention of stopping anytime soon.

"STOP IT!" Sunset shouted causing the girls to let her go letting her bottom fall. Leaving her panting on the floor with them surrounding her.

"What's the matter?" Twilight ask worried.

"You girls are my herd mates but you can't just grab me and force yourselves on me," Sunset said growling.

"You just smell so good and so tasty," Lyra said.

"Just go and fuck Moondancer," Sunset said. "Now someone float me to bed so, I can get some sleep or, I'll tell mom!"

"Ok," Twilight said as she lifted Sunset up with her magic and place her back on the bed to recover.

"Alright time for a gangbang," Lyra said as she tackles Moondancer and positions her on her hands and knees so she can give her a good fucking.

"Hey!" Moondancer shouted only to be muffle as Lemon Heart stuffs her cock into her mouth.

"Where's Spike?" Twilight ask remembering she hasn't seen him for awhile.

"He went outside to taste the food," Twinkleshine said waiting her turn.

"Oh," Twilight said.

!

Outside -

Applejack eyed the town's clock tower as in a few more hours the sun be coming up. All of the Apple family are working non stop to fix up everything before the princess gets here. They been cooking up one meal after another that has no apples in them and setting up new tables, the other farmers are helping by bringing their own cook meals for the Summer Sun Celebration. Everything has to be prefect or it be the last time the princess will ever come to Ponyvile for the Summer Sun Celebration, and might be the last time any Apple be in charge of the food or be put in charge of getting things ready anywhere in Equestria.

"Come on we got to get everything ready!" Applejack shouted at her kin as they had setup a field kitchen to cook up all the new food dishes.

"Sis we're going as fast as we can," Applebloom said mixing something in a bowl.

"Yup," Big Macky said stirring a pot of stew.

"Me and the cakes are almost done with our meals," Pinky said.

"And the weather team are done and helping with everything else," Rainbow Dash said.

"I hope that the birds won't be upset with all the noise," Fluttershy said who is carrying a tray into the town hall.

"Well, I'm done on my end. Nice and simple like how princess Sunset said," Rarity said.

"I can't believe that ape like thing is the princess's daughter," Sweetie Belle said who had helped her big sister.

"I thought Bon Bon had a pet," Scootaloo said.

"Don't talk about that!" Rainbow Dash said to her little sister. (1)

"We're already in enough trouble as it is without her hearing you talking about her like that," Applejack added.

"But sis you're the one who refused to add more dishes that didn't have apples in them. Which gave Sunset a bad impression on all of us, which is why we're all cooking to try to make it up before her mom gets here," Applebloom said.

"Yup," Big Macky agreed.

"And Dash you're the one who was too busy goofing off to do your job till the last minute. And splash mud all over her and her friends," Scootaloo pointed out.

"And Pinky breaking in to throw her an orgy which she didn't want as she is only interested in having sex only with her herd. Didn't help at all or her pointing her cock at her," Vinyl Scratch spoke up.

"But everyone likes parties!" Pinky said.

"Setting up a surprise party is one thing but breaking in to do so with a complete stranger is another," Derpy said with a tray of muffins in her hands.

"I didn't really care for you breaking in my house after, I move here," Octavia said.

"But that is how we met," Vinyl Scratch said to her herd mate.

"There is that," Octavia said smiling a bit at her lover.

"You should had set it up somewhere else and then bring her to it. In fact all three of you should had been on your best behavior with anyone who is overseeing the Summer Sun Celebration. This is the last time any of you be put in charge of any event," Mayor Mare said who is all but pulling her hair out having learned that 3 of the mares in charge of the Summer Sun Celebration had insulted the overseer, who is the princess's daughter. Mayor Mare maybe only the mayor of a small farming town but she knows what happens if you make a bad impression on the princess.

"It's not that bad," Cheerilee said who organized her students in helping getting everything ready.

"Are you kidding! If the princess decides to make this the last time she'll ever come here because of those 3 upsetting her daughter. Will cause doom for all of Ponyvile. The money that we get from the crown might be cut because of this and once ponies learn about this they might stop visiting the town which means no one buying things," Mayor Mare shouted in panic.

"I can make things up! I'll throw a big party for her!" Pinky said.

"Another surprise party that will scare her more then she enjoys it?" Rarity ask.

"Yeah Sunset really doesn't like being surprise like that," Spike spoke up getting everyone's attention.

"Spike? What are you here for?" Fluttershy ask.

"To taste the food," Spike said. "Got to make sure there's no more apples in the new dishes."

"Spike?" the other ponies ask.

"He's the baby dragon Twilight who is lead Sunset's herd when she isn't around," Fluttershy said.

"Oh," the other ponies said.

"So Spike what is princess Sunset like?" Rarity ask.

"And why doesn't she like orgies?" Pinky added.

"Well Sunset lived in the human world for so long that she just pick up some of the habits and one of them being that they view sex as something that should be remain behind close doors. And from what, I have seen she is scared of how big some of the mares cocks are both Moondancer and Bon Bon are the largest in her herd and from what, I overhear they haven't had sex with her yet. Mainly because of how big they are compare to her like some mares have trouble with having sex with others who are smaller then they are. It's the reason why the princess uses a shrinking spell on her cock so she wouldn't be limited to only ponies as big as her. The princess has been sharing her bed with Sunset and her herd helping Sunset learn the ropes in sex and making sure the others don't go too far with her," Spike explained.

The ponies around Spike all stared at him trying to make sense of what they just heard. Till Fluttershy cough getting everyone's attention.

"From what Spike told me earlier today. Sunset was trap in another world for years where humans live and she lived as one till the portal home open for her. She remain as a human coming back and the princess has been very protective of her ever since and been seeking a way to turn her back into a pony," Fluttershy said.

"So Sunset been away from her mother for years?" Applebloom ask.

"Yes," Spike said.

"And she doesn't like orgies because of how small she is compared to us?" Pinkie ask.

"The princess uses a shrinking spell on her cock?" Rainbow Dash ask.

"I do have problems in finding someone who can take me," Big Macky said. She's the biggest mare in both body size and cock size. She sticks with other Earth Ponies because of her sheer size which scares smaller ponies.

"Forget that how do we get on her good side?" Rainbow Dash ask. With Sunset being the princess's daughter and once said mother learns about what happen, she could kiss her chances with being in the Wonderbolts gone.

"I don't know really," Spike said.

"Come on you got to know something. If, I don't Sunset will tell her mom and when it comes to me trying out for the Wonderbolts. there's no way I'll ever get in," Rainbow Dash said.

"Since you never said sorry for covering Sunset with mud and showed her you care more about being a Wonderbolt then doing your job," Scootaloo said.

"Hey!" Rainbow Dash shouted glaring at her little sister.

"Well action do say more then words, I think," Spike said hoping that he got the wording right.

"If we all pull together we can hope that it will be enough," Applebloom said.

"Or if Pinky, Applejack and Rainbow Dash would do anything to make things right. And, I mean in being her and her herd cum buckets," Vinyl Scratch said.

"WHAT?" said mares cried out.

"If you can think of something better be my guest," Vinyl Scratch said.

"That wouldn't work," Spike said.

"Good," Applejack said not wanting to be used as a cum bucket by the princess and her herd.

"Sunset doesn't have a cock," Spike said.

"She doesn't?" Fluttershy ask.

"Nope. Turns out humans like dragons like me have two different genders," Spike said.

"Really?" Sweetie Belle ask.

"I thought there was something strange about her," Rarity said thinking about her putting clothes on Sunset when they first met. She fought off her attempts to undress her completely and her herdmates made sure she stop after the first time.

"So what do we do?" Pinky ask.

"I have no idea," Spike said to the disappointment of the ponies around him.

!

Later at the Town Hall -

Sunset stood on the second floor balcony with Moondancer and Twilight on either side of her. She's looking over the speakers so that it be ready for her mom so that everyone can hear her. The others are down with the crowd in the hustle and bustle of the town ponies who are putting the finishing touches on the part where they contribute. Many of the ponies been up all night to fix up everything to the liking of Sunset. Others are seated at tables enjoying the food many of which are still nice and warm. The last of the meals were made just as the train came in with the royal guards for the main event when the princess comes in to bring up the sun.

The 3 main branches of the Royal Guard position themselves for the main event. The first were the Solar Guard, the most elite of Equestria's guard and Celestia's personal guard. Their duty was to personally protect Princess Celestia from assassins and protect the capital of Canterlot and the castle. The next guard was the Unicorn Guard their general duty was to monitor and protect large cities like Canterlot while also being on call at a moment's notice to create barriers to repel attacks. The Pegasus guard, comprised of Equesnia's best fliers with the Wonderbolts being a special unit. They handled all things sky based and were the guards and forces of all the cloud cities.

"I hope that you find everything to your liking princess Sunset," Rarity said who walk up the stairs to talk with Sunset.

"The food unlike before now has more then just apple dishes. The sky is now clear of clouds. The decorations isn't all fancy like the parties, I have been to before. And there be a follow up after the birds," Sunset said listing things off. "Yes mom will like this. But of course the first 2 only happen because of me revealing, I'm mom's daughter. Which won't please her at all."

"Well if there's anything we can do to make this up to you please just ask," Rarity said as humble as she could.

"I'm leaving with mom after this is all over with so there's no point. I hope the next place, I'm sent to have the sense to listen to suggestions before it become orders," Sunset said having turned on the speakers letting all the ponies below hear her.

"Princess...," Rarity said seeing that everyone heard her.

"I turn on the speakers to make sure the ponies who are too lazy or too prideful know that it's too late. So that, I won't be bothered by ponies coming up to me and pleading with me not to tell my mom on how bad things went for me here," Sunset said before glaring at the pink pony Pinky. "And in case any pink pony thinks that by throwing me a party would make me forget that she broke into the place, I was staying at." (2)

"Hee heh," Pinky laugh as she shrank underneath all the eyes turn on her.

"You and Fluttershy are the only two who were nice," Sunset said.

"I see," Rarity said walking off to join her sister. She was going to be the one to pull the cord to drop the drapes but Sunset took over that job.

"Cue the music," Sunset said looking down at Fluttershy.

The performance officially began as Fluttershy's birds began their song sounding out and echoing forth across the crowded hall.

"Ponies of Ponyvile, as her daughter, I princess Sunset introduce to you my mother princess Celestia," Sunset said dropping the drapes.

Sunset blink as she saw the shock looks of the ponies down below and the gasp they gave out. She turn around and froze in shock seeing not her mother but another Alicorn standing in her place. The dark Alicorn mirrored her mother in body in every way but is clan in armor that covered but still revealed her busty body underneath. And Sunset quickly realized who it is, as spending lock in her mother's room allowed her all the time needed to read through all of her mother's old thing and journals she kept.

"Oh, my beloved subjects. It's been so long since I've seen your precious, little sun-loving faces." Nightmare Moon announced as she was looking at the audience of ponies. looking over the still form of Sunset who stood in front of her.

"What did you do with our Princess?!" Rainbow Dash yelled out as she tried to charge at Nightmare Moon but she was stopped by Applejack grabbing her tail.

"Whoa there, Nelly..." Applejack as she grabbed Rainbow by the shoulder and forced her down Nightmare Moon than began a cold and cruel chuckle.

"Tell us, whom among you know who I am?" Nightmare Moon prompted as her demonic eyes skimmed over the ponies.

"...Yes. You're... Nightmare Moon," Twilight said who like Moondance has her arm wrap around Sunset for protection.

"Well well well, somepony who remembers me. Then you also know why I'm here?" Nightmare Moon ask eyeing the two unicorns who has her niece between them.

"You're here to... to..." Twilight Sparkle began to stammer. Having lost the confidence she had for that moment.

"She's not Nightmare Moon," Sunset spoke up.

"What?" Nightmare Moon ask looking at Sunset.

"She's Princess Luna. My mom's sister and my aunt," Sunset said revealing the truth shocking everyone.

!

Author's Notes -

1 - Scootaloo is Rainbow's sister in this fic as the show hasn't shown her parents yet.

2 - Sneaking into a family member home or friend to throw them a surprise party is one thing but doing that for a complete stranger is still breaking the law.

!


	7. Chapter 7

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

"Sunset you can't be serious!" Moondancer said.

"Your mom doesn't have a sister," Twilight added.

"She is my aunt," Sunset said as she shoves the two away from her and walks up to her aunt.

"You are a smart one my niece. How did you learn that?" Luna ask.

"I spent enough time in mom's room to go through all of her old things and the journals she kept," Sunset said causing Luna to give out a laugh.

"Reading through her old journals and going through her old things. Like how me and her use to do with our parents," Luna said chuckling. "So you know what happen between us then?"

"Mom banish you to the moon because you were overcome by your lust for sex causing the ponies at the time to have sex all the time by keeping it night and spreading a mist of lust. Which lead to many problems because no work was being done. So you and mom fought and she used the elements of harmony to send you to the moon for a thousand years," Sunset said.

"Yes and, I'm now back to bring a never ending night of sex," Luna said.

"What did you do to mom?" Sunset ask.

"She's resting back in our old home," Luna smiled wickedly as she grabs Sunset and held her against her body.

"Seize her! She has the princess!" Mayor Mare shouted causing the soldiers who have been watching this family reunion to leap action.

Luna seeing the guards coming for her release a wave of magic that knock all of them back. She transformed herself into her darkness form causing Sunset to be engulfed into her form. The ball of darkness flew at Moondancer who was suck into the ball as well, Twilight managed to teleport away as the ball was about to suck her in as well. The ball of darkness flew around the town hall sucking up all of Sunset's herd members. But also other ponies Octavia, Vinyl, and Derpy were all suck into the ball having been too close to the ponies the ball of darkness was after. Then the ball of darkness flew out of a window and flew into Everfree Forest.

!

Later -

Sunset blinks as she found herself in a school girl outfit. She was wearing a plaid knee length skirt, a white blouse, a plaid jacket to match the skirt, a pair of black shoes and white socks. And standing in the hallway of Canterlot high, as she remembers it with the school bell ringing.

"You are late Miss Shimmer," human Cheerilee said appearing behind her.

"Ummm, I am real sorry Ms. Cheerilee," began Sunset still trying to figure out what happen.

"And you just got volunteer to help with today's lesson," said Cheerilee and her eyes flashed a second then she shoved Sunset to class.

Cheerilee led Sunset down the corridor to a classroom and inside. Sunset paused for a second at the doorway. The room was full of other students, but they all wore the same outfit she's wearing and all of them are girls, from Bon Bon to Vinyl. There was one empty seat and Cheerilee ushered Sunset towards it then walked to the front of the class closing that door behind her.

"Today class, we are going to learn about a very important topic," began Cheerilee. "We are going to learn about being in a center of an orgy. Can anyone tell me the most important thing about being the center?" No one raised their hand. Cheerilee frowned and looked up and down the rows until her gaze fastened on Sunset. "Tell me Sunset, what is the most important thing about being a the center of an orgy? I know you have a lot of experience in that area."

Sunset flushed at the statement, but made herself meet Cheerilee's gaze.

"Always give everyone a turn?" ventured Sunset after a moment of thinking.

"Very good Sunset, you have proven that you are indeed a very good whore. Hasn't she class?" Cheerilee beamed.

"Yes," said the students as one.

Luna turned back to Sunset.

"You deserve a reward for your cleverness Sunset And I wonder what I should give you? Oh, I know! You get to kiss me!" With that said Cheerilee ripped open the front of her button shirt and a pair of huge tits spilled out. "Now come up here Sunset and give your teacher a big wet kiss!"

Sunset to her surprise found herself standing and walked to the front of the room and stood in front of Cheerilee. She didn't want to do this but her body is moving on it's own. Cheerilee pulled Sunset to her and planted a long hard kiss on Sunset's lips, her tongue sliding into Sunset's mouth to twirl around Sunset's own tongue.

"Mmmmmmm, Sunset you taste wonderful," whispered Cheerilee. "I think you deserve another reward for that."

Cheerilee pushed Sunset down to her knees in front of her then ripped open her pants. Sunset's eyes bulged at what she saw there. Sunset looked up to the big swaying tits of Cheerilee and then back to the fourteen inch long cock staring her in the face and gulped.

"Now, Now open wide that slutty mouth of yours and give me a good blowjob. Show the class how to suck cock," Cheerilee said.

Sunset looked again at the tits above her and the cock in front of her and licked her lips. Damn the things sure did look tasty she thought and before she knew what she was doing, she had grabbed the huge rod in her hand and was starting to lick it all over with her tongue. Up and down the shaft she ran her tongue, licking the swollen member of Cheerilee. Sunset rubbed the huge slab of meat all over her face and took first one ball and then the other into her mouth before licking back up the shaft to the tip and tasting the drop of precum that was oozing out. Cheerilee moaned and then Sunset plunged her mouth down onto the the hard cock and took it deep into her throat.

"Ahhhhhhhhhhhhhhhh," moaned Cheerilee with delight as Sunset deep throated her massive cock. "What a good whore you are Sunset, sucking my cock like that. What a talented mouth you have. Such a good cock sucking slut, isn't she class?"

"Yes Ms. Cheerilee," said all the students who watched Sunset devour the fourteen inch dick of their teacher. Slurping sounds filled the classroom as Sunset pumped her mouth up and down on the Cheerilee's cock, faster and faster.

"Oh my, I think I'm is going to cum," said the big boobed teacher as she ran her hands through Sunset's red locks and a look of estacy filled her face. "Yesssss, here I come Sunset. Taste my cum you nasty little Whore bitch!"

Cheerilee a gave one more loud scream of pleasure and then she emptied her balls into Sunset's mouth in a massive creamy load of goo. Sunset knelt there for several seconds with the cum dripping down her chin. She was still dressed in her schoolgirl outfit and the room had gotten very quiet as all the other students were staring at her intently.

"Well class," said Cheerilee as she wiped her cock over Sunset's face. "Did you all see what a wonderful slut Sunset is? What would you like to do with her now?"

"Fuck her!" roared the students with one voice and they rose out of their seats. As Sunset watched as they stood up all of them have large tents on their skirts. As one they moved toward Sunset who knelt there frozen looking at the students who all like their teacher has a cock. Thirty students advanced on her and she found herself seized by the foremost who is Applejack and lifted into the air like a rag doll.

"Pretty little whore. You will service us all now slut." Applejack said smirking as she toss Sunset into the center of the class and the students gathered around her.

"Strip slut," ordered Rarity as she and the other female students formed a wall around Sunset.

Sunset knew better than to argue at this point. She took off her school jacket and dropped it to the floor. Then she undid the cuffs on her long sleeved blouse and started to unbutton the starched white blouse. She could feel the eyes of the female students fastened on her as she undid the buttons, exposing large amounts of cleavage to view as she does has one of the largest set of breasts in school. Sunset shrugged off the blouse and found that she had a demure white bra under the blouse. Next, Sunset undid the belt on the plaid skirt and dropped it to the ground so she was standing there in only her bra and matching white panties along with her black shoes. Sunset kicked off the shoes and reached for the clasp of her bra.

"Oooo, I think the cute little schoolgirl bully is going to get gang fuck by all the girls she use to bully," laughed Cheerilee as she sat on her desk stroking her cock and watching Sunset's striptease.

Sunset figured the futa teacher is correct as she took off her bra and exposed her big soft orbs to the gaze of the other school girls. Finally, she put her fingers in the waistband of her panties, pulled them down and stepped out of them to stand naked in the classroom.

"What a hot body you got there Suset," moaned Cheerilee as her hands flew up and down on her cock as she jerked off at the sight of the naked schoolgirl. The students said nothing but then as Sunset looked at them, one by one their skirts slid aside on their groins and long slimy cocks began to emerge. Inch by inch they came out and Sunset swallowed hard. Five inches, six, seven, eight, nine...how fucking big were these things? Ten, eleven, twelve, thirteen inches. Sunset couldn't believe her eyes as the cocks continued to grow. Fourteen, fifteen, sixteen inches appeared.

"They sure are hung aren't they Sunset," laughed Cheerilee. "Just imagine those huge cocks ripping into you. Ooo boy, they are going to split you in two when they shove those things into you!"

Seventeen, eighteen, nineteen, twenty inches of cock and finally they stopped growing. Rainbow Dash crooked a finger at Sunset, gesturing for her to come to it.

"No way, you can't put those things in me, they are too fucking big!" Sunset said shaking her head.

Rainbow Dash made the same come here gesture and slowly Sunset moved over to her, heart pounding. Rainbow gestured to her glistening slime covered cock. The fact that the girls around her are now were silent was even more scary thought Sunset, but she slowly reached out and wrapped her two hands around the huge monster cock. Rainbow Dash nodded at her and she began to run her hands up and down the shaft giving it a two fisted hand job. After a few minutes of this Rainbow Dash gestured at Sunset to turn around and bend over. Trembling, Sunset did as she was told. She was not certain she could survive that thing being stuck into her, but there were thirty sex hungry students around her. Sunset crouched there and felt something rubbing against first her ass then against her pussy lips. She glance back and saw it was the knob of the huge monster cock and shivered. There was a slight pressure and the tip of Rainbow Dash slid inside her pussy. Rainbow Dash was impatient and pressed forward with all the weight of her muscular body. Suunset gave a gasp and her eyes went wide as the enormous head of the shaft finally popped into her pussy. With only Twilight and Minuette, Rainbow Dash's cock is the largest thing that she had ever had inside her, and it stretched her painfully wide. Rainbow Dash put only a couple more inches inside her pussy and stopped. Sunset wonder why as she leaned there against one of the school desks, partially impaled on the monster cock. Then she looked forward and saw another of the huge dicks in front of her face. Applejack too crooked a finger gesturing her forward and with a sigh Sunset leaned forward, her breasts hanging down and took the head of the cock into her mouth a few inches.

"As you can see Sunset you been fearing how much giant cocks would hurt you but instead you should have been looking forward to how much pleasure you can have from them," Cheerilee said appearing in front of Sunset's face.

Cheerilee lay down beside Sunset on the table and wrapped one powerful arm around her neck and shoulders to prop her head up, and then she kissed Sunset. Sunset gasped Cheerilee's mouth all but engulfed the lower half of her face, sucking the spunk that coated her lips and chin into her mouth. Rainbow Dash lunged hard into Sunset and drove nearly the full length of her huge cock into her pussy with one thrust. Rainbow Dash sighed with pleasure and cock writhed inside Sunset's spasming cunt. She pulled out and then lunged forward, slamming the head of her cock against Sunset' tight cervix, causing Sunset to scream into Cheerilee's mouth. The teacher thrust her tongue between her student's parted lips and Sunset spluttered as her large pink organ filled her mouth and snaked down to the back of her throat. The teacher licked the sperm from Sunset' oral cavity, all the while stroking Sunset's belly as she was fucked.

Rainbow Dash was fucking Sunset enthusiastically now, causing her to cry out each time the cockhead hit her cervix. Rainbow Dash was burying her cock as far as it would go inside Sunset with every thrust, so although she was battering the entrance to Sunset's womb. Rainbow Dash began to power-fuck Sunset with rapid, hard, jackhammer thrusts. She violated the school queen bee at an incredible speed, faster than Sunset would have believed possible. Rainbow Dash was completely focused on fucking her. The steady sound of hard flesh slamming up against firm human flesh echoed throughout the classroom.

All the while, Cheerilee continued to throat fuck Sunset with her tongue. Sunset had no idea how long it lasted, but finally, Rainbow Dash groaned loudly and bucked into her, holding her cock all the way inside her pussy as she get it to go. Rainbow Dash arched her spine and threw back her head, emitting a shriek of joy as her orgasm began. Sunset moaned as her vagina was blasted by jet after jet of cum. Rainbow Dash muscular body trembled and shook with the power of her climax as she filled Sunset's cunt to overflowing with sperm. Sunset cried out as the thick spunk stretched her vagina walls even further before it began spurting back out of her pussy around the thickness of the cock. Rainbow Dash shuddered as she slowly withdrew her still erupting cock from Sunset' pussy and smearing the cum-spurting cockhead all over her pussy lips.

"Aawwmmpphhh!" Sunset groaned into Cheerilee's mouth as another big dick was pushed against her sex this one own by Applejack.

As Applejack slid her huge phallus easily into Sunset' slick channel, Cheerilee grabbed Rainbow Dash by her dick and pulled her up to Sunset' head. The older futa pulled away from Sunset' face and pressed the Rainbow Dash's drooling cockhead against her lips which smelled and tasted good. Sunset willingly opened her mouth wide and took the fat shaft into her mouth.

"Now Sunset give Rainbow Dash a good time like you did me," Cheerilee said as she rubs the top of Sunset's head.

Sunset complied and sucked hard on the huge cock. Her cheeks hollowed out around the rapidly thickening shaft as Applejack began pounding into her pussy with increased vigor. Cheerilee licked around Sunset' lips as they encircled Rainbow Dash's cock, a sensation that was strangely erotic to Sunset, and when she retracted that incredibly prehensile tongue a thick rope of sperm stretched between Sunset's and Cheerilee's faces, until the teacher licked her lips, causing it to break and fall across Sunset's already sticky face.

Applejack started to slow her thrusts, seeking to make the experience last longer, but as she did so she changed the angle of her cock so that it was no longer directly striking the Sunset's cervix but driving across her G-spot! Sunset almost panicked when she felt the rising pleasure in her pussy. With every thrust the big-dicked student was dragging her cock across Sunset's G-spot and slamming her groin into her exposed clitty, sending waves of pleasure through Sunset. Rainbow Dash erupted for the second time, filling Sunset' mouth with her sweet, intoxicating, spunk. Stars spun before Sunset's eyes, and at the same time Applejack began thrusting harder and faster as her climax came upon her.

"OOOHHHhhhhaaaaiiiieeeeeee!" Sunset screamed, spraying the spunk that had just flooded her mouth, as she and Rainbow Dash orgasmed simultaneously.

Sunset could not hold back her cries as the cumming cock inside her triggered her own orgasm. The pleasure almost overwhelmed her. The sensation of Applejack's cock pumping spurt after spurt of inhuman sperm into her cunt brought wave after wave of indescribable pleasure to Sunset. Her body jerked and twitched like a puppet on strings as she rode the geysering cock inside her.

No sooner had Applejack pulled out than Fluttershy moved in to take her turn, giving Sunset no chance to recover from her climax before she was filled with she-cock once more. On and on it went, each student fucking Sunset's pussy and then moving up to feed her their dicks, until every one of them had pumped her body full of cum at least four times. Between each turn the futa students would lick and suck the cum from all over Sunset's body, their tongues adding to the pleasurable sensations wracking Sunset's body as the questing organs probed and lapped at every nook and cranny.

Cheerilee stop the students so that she could suck out all the cum from Sunset's pussy. But the short break couldn't keep Sunset from riding one orgasm to another as the student resumed gang banging her pussy. Sunset's thoroughly fucked cunt was aching and sore from her continuous fucking, but that didn't seem to matter compared to the pleasure that the futa cocks aroused in her. By the time they had all been satisfied Sunset was practically unconscious, not from the pain, but from pleasure so intense that it was practically a torture of its own. But she she couldn't help herself as she still wanted more.

"Sunset!" a voice shouted from the door of the classroom.

Standing there are Celestia and Luna both of whom look unhappy seeing Sunset covered in sex juices and the other students lead by their teacher having just fuck her brains out.

"Sunset are you ok?" Celestia shouted as she rushes over to her and lifts her off the cum covered school desk holding her to her body.

"So much... cum," Sunset mumbles.

"Now, now sister Sunset needed to learn how much pleasure she's been missing," Luna said.

"I know. But having her classmates from the human world gang bang her?" Celestia snaps at her.

"Human world?" Sunset said as she snap awake hearing the human Celestia talking about the human world.

"There you go ruining this fantasy, I made for her," Luna said as the classroom faded away and the students and Cheerilee shapes blurred revealing shadows that faded away. Both Celestia and Luna change from human to pony, both of whom are completely naked.

"Mom?" Sunset ask staring at her mother who now has pink hair and seems to have a more lust figure then she had before.

"While, I was entertaining your herd and the ponies who your aunt caught. She decided to use our old play room on you. It makes any fantasy real till it's turned off and built to stop if the one in it is being hurt," Celestia said glaring at Luna. (1)

"I was watching to make sure it's safe," Luna said as she walks up to her sister. Side by side Sunset could see that both of them stood at the same height but her mom has slightly bigger breasts and butt. Looking down Sunset saw that her both her mom and aunt cocks are the same monster sizes, with her aunt being slightly bigger.

"My sister may have an edge on me on breasts and butt, I have her beat with my cock," Luna said as she cause her cock to jerk up by flexing her muscles.

"NO!" Sunset shouted as she buries herself into her mom's breasts.

"Luna!" Celestia snaps at her sister as she comforts her daughter, holding her close to her.

"She's going to have to get use to it. Now that you're back to how, I remember you Molestia," Luna said.

"Mom?" Sunset ask peaking between her mom's massive breasts.

"Yes Sunset, I'm back to my true self and not so struck up as you knew me as. Your aunt fuck me till, I came back to my true self and we together will bring a night of never ending sex. Like in the old days," Molestia said.

"But? Why did you let her do this to me?" Sunset said breaking down as she remembers what those shadows of the students she use to know did to her.

"I'm sorry Sunset," Molestia said hugging her daughter. "But with me and your aunt back together you need to learn what you're going to have to face. You are still my daughter and heir and you have duties you need to do."

"By having me have sex and be a slut!" Sunset shouted.

"I will never see you as a slut. We don't have a word for that in this word. This world is all about sex and, I have been repressing my needs and my ponies too long. It's time for us to show them what they have all been missing for all of these years," Molestia said.

"Mom no! We can't have sex all the time! We need to do things so that we can survive we can't just have sex all the time!" Sunset said trying to reason with her mom.

"Enough of that talk," Luna said as she pressed up against Molestia, pushing the sides of their boobs together.

"You must be hungry," Molestia smiled warmly as she and Luna shoved both of their breasts into Sunset's mouth.

Sunset tried to push herself away but her smaller and weaker body against both of her mom's and aunt's stronger and bigger ones, there was nothing she could do. Both of the nipples in her mouth began spurting delicious milk that fed her hungry stomach. She stop fighting as her will gave in as she drink her fill from both of the milk sacks feeding her.

"You remember how mom use to do this to us?" Molestia ask Luna, as she enjoys the feeling of her daughter drinking not just hers but also her sister's milk.

"Shove our heads into her breasts and force us to drink to calm us down? Yes, I do," Luna said as she gently rubs Sunset's back. "Together we can turn her back into a pony and we can rule as a family."

"Yes as a family," Molestia said as she lovingly looks down at her daughter.

"How were the herd and the other ponies?" Luna ask.

"I left all of them fuck out of their minds. I forgotten how great it feels to let loose like that. But remember Sunset is off limits! The magical effects of our playroom kept her from getting too hurt from all those huge cocks that were shoved into her. But her body can't take it as it is outside of the playroom," Molestia said as she pops her breast from Sunset's mouth along with Luna's seeing she had enough to drink. "I can't bare the thought of losing her."

"We won't lose her," Luna said looking at Sunset who has fallen asleep. "And in time she will learn how great it is to be the heir to the land we built up for her to takeover."

"Yes," Molestia said. "But you miss Twilight. She's Sunset's favorite and her first lover. She's small but is the prefect match for Sunset. We need to get her here."

"Don't worry about that. She's already coming and she's not alone," Luna said.

!

Author's Notes -

1 - Like the holo-deck in Star Trek.

!


	8. Chapter 8

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Twilight teleported outside of the town hall taking deep breaths to calm herself down, Spike came out of the hall ahead of a stampede of ponies running in panic. She grabs him and runs back to the liberty and her mind racing with what Sunset revealed, Nightmare Moon is actually Princess Celestia's sister Luna. Now with Sunset captured by her aunt and taken along with the rest of the herd. She only has one hope left she has to find the elements and stop Nightmare Moon, to do that she has to read up on where to find the elements. Which she was doing till the front door of the liberty burst open and Rainbow Dash came rushing in along with, Rarity, Fluttershy, Applejack and Pinky. They came to her because as princess Sunset's herd mate she would know what to do next. The other ponies are running around with no idea what to do without the princess to tell them what to do. (1)

"I'm going to need to look through the books for anything on the Elements of Harmony," Twilight said.

"Got it!" said Pinkie, pulling out a book. "Elements of Harmony: A Reference Guide."

"How?" Twilight ask.

"It's under E," Pinkie said as she hop around.

"There are six elements, but only five are known: Honesty, Kindness Laughter, Generosity, and Loyalty. The sixth element was a mystery kept a mystery. After Celestia used the Elements on Nightmare Moon, the princess hid them in the Castle of the Royal Pony Sisters, which is now in…," Twilight said reading the book aloud.

"…the Everfree Forest!" six ponies cried out in unison. They stood at the entrance to the woods. Spike was left behind, due to him passing out after a whole night of partying.

"I'm going in alone," Twilight said after taking a deep breath.

"What?" said everypony.

"I appreciate you all for following me this far, but this is where we part ways. Since I'm part of the royal herd and knew of Nightmare Moon return, it's my responsibility to stop her. And I don't want anypony else to get hurt along the way," Twilight said.

"That's awfully sweet of you, Sugercube," Applejack spoke up. "But Equestria's our home too. We're not going to let you go in there alone."

"Yeah we're going to help save Equestria!" Rainbow Dash shouted.

"And get on Princess Celestia's and Sunset's good sides," Twilight said causing the two to blush as they walk into the forest.

The six little ponies walked through the woods in darkness. Who are being followed by a shadow along the way. A piece of magic that Nightmare Moon is controlling while she and her sister enjoyed Sunset's herd.

"None of you have even been in these woods before?" Twilight ask.

"No, these woods aren't natural," Rarity said.

"These woods are scary. The weather can't be controlled and the animals take care of themselves," trembled Fluttershy.

"Actually from what you just said reminds me of the human world Sunset told me and the others about too. No one can control the weather there, use magic and besides pets and zoos animals take care of themselves," Twilight explained.

"Really? What are the humans like?" Pinkie ask.

"Well the humans from what Sunset told me about. Are like her and have two genders like some of the races living in this world, they eat both meat and plants. They also have no magic and use technology instead to that point where some of the things we do with magic is easily done by machines. They are also the only race that is intelligent on their world. They're also more aggressive thanks to their harsher world and unlike us are very wide spread around their world," Twilight explains.

"Machines like what?" Rarity ask.

"Well since there is a road here if we were in the human world we could have taken something called a car that is like trains here but doesn't need rails to work. Traveling would only take a half hour at most if the road goes all the way to the castle," Twilight said.

"That be nice and out of these woods faster. The woods are just too different and no one has ever gone that far in," Fluttershy said.

"Why?" Twilight ask.

"Nopony knows," said Rainbow Dash in the spookiest voice she could muster. "You know why? Because anypony that's came in here has… never…. come… OUT!"

As if on cue, the ground gave in as soon as her voice rose to a shout. Twilight scrambled for her balance as she tumbled down a steep, newly made slope of gravel and debris. In the blink of an eye, she found herself hanging on to Applejack's hands while the rest of her dangled over a cliff.

"Applejack!" Twilight screamed in panic. "What do I do?"

Applejack looked into Twilight's eyes with a completely straight face.

"Let go," she instructed calmly.

"WHAT? BUCK NO!" Twilight shouted.

"What I'm telling you is the truth you'll be ok," she said.

"Ok," Twilight said letting go and falling into the arms of Fluttershy and Rainbow Dash.

"Told you that you'll be ok," Applejack said.

"And you couldn't just said that?" Twilight ask frowning at her.

"I didn't think of that," Applejack said blushing.

!

After Twilight was place on the ground the group continued on their quest. While Rainbow Dash was bragging about how she totally saved Twilight's flank in the most awesome way possible for at least the 80th time in a row. Suddenly, the roar of a huge beast that jumped out of nowhere finally broke the awkward silence!

"It's a manticore!" the ponies screamed.

Rarity attacked first by bucking the manticore in the face. In response, the monster roared again, this time with much more fury. Screaming in fright, Rarity ran back to safety of her friends, the threat chasing after her.

The manticore was just about to swipe off Rarity's hide when it felt something land on its head. It was Applejack, riding the monster rodeo-style. The manticore expelled orange mare off its back, only to be encircled by Rainbow Dash. Dash flew faster and faster, creating a mini rainbow colored hurricane. The beast swung its tail, and in a mighty swing Rainbow Dash was propelled backward. She recovered, and charged along with her friends to the manticore.

"WAIT!" shouted Fluttershy, stopping the fight. She quietly walked toward the enraged enemy, and began to soothe him with baby talk. "What's the matter, you big old fuzzy wuzzykins?"

"What are you doing? Run, Fluttershy! Run away before that thing eats you alive!" Twilight shouted.

The manticore showed Fluttershy thorn that was stuck in his paw.

"Oh, you poor thing. Don't worry, I've got it. Now this is going to hurt just for a teensy-weensy second," Fluttershy said pulling the thorn out causing the manticore to roar. "There, that wasn't so bad, was it? Now, if don't mind, me and my friends will be on our way."

The now-friendly manticore repeatedly licked Fluttershy's hair in thanks until it resembled a massive cowlick. Fluttershy just giggled, and skipped on her merry way.

"What just happened?" Twilight ask.

"Twilight, you've got to learn that something's big and scary, doesn't mean that you can't offer your hoof in kindness for it," lectured Fluttershy.

!

The ponies with that out of the way advanced further down the path, and closer to the castle ruins. As the Everfree Forest grew thicker, the branches shaded them from what little light the moon offered. Soon, Twilight couldn't see the very horn in from his face.

"I stepped in something," Applejack said as Fluttershy howled in fright.

"It's just mud, Flutters," snorted Applejack. "You don't have get so worked up about-AAAAIIIIIEEEEE! TREE-DEMONS! EVERYPONY FOR HERSELF!"

And all the trees had glowing faces and they were scary and everypony screamed and the trees were scary but they were doing absolutely nothing but this was the Everfree Forest so everything in it could kill you and the trees were really, really scary. All of ponies were quivering in fear, except Pinkie Pie. She was standing up to one of the trees, making silly and demeaning faces at one of them, giggling like a maniac the whole time.

"Pinkie, what are you doing?" Twilight asked.

"Oh, girls, don't you see?" Pinkie started shuffling her hooves, as if she was dancing. A phantom tune started playing.

Pinkie wasn't paying my confusion any mind, and she began singing.

'When I was a little filly and the sun was going doooowwn...'

"Don't tell me she's going to sing?" Twilight ask.

Pinkie, somehow, appeared above us and continued her song.

'The darkness and the shadows, they would always make me froooowwn...'

Without batting an eye, Rarity called it like it was. "She is."

'I'd hide under my pillow'

'From what I thought I saw'

'But Granny Pie said that wasn't the way'

'To deal with fears at all'

'She said, "Pinkie, you gotta stand up tall'

'Learn to face your fears'

'You'll see that they can't hurt you'

'Just laugh to make them disappear.'

Pinkie brazenly laughed at one of the trees, and it poofed into an ordinary not-evil tree. The others gasped, but I stood bewildered.

"You've got to be kidding me," Twilight said in shock.

'So, giggle at the ghostly'

'Guffaw at the grossly'

'Crack up at the creepy'

'Whoop it up with the weepy'

'Chortle at the kooky'

'Snortle at the spooky'

The others joined in on the singing and the laughing, each laugh transforming the trees. Twilight just stood there watching with amazement. Sunset had pointed out that in the human world people don't just break out in a song and dance number which she had seen from the windows of the castle and how some of the ponies in the castle also did so. Twilight and the other herds never noticed that before and now that she is just standing there and watching she realized how odd that music just starts playing out of nowhere as someone is singing. (2)

'And tell that big dumb scary face to take a hike and leave you alone and if he thinks he can scare you then he's got another thing coming and the very idea of such a thing just makes you wanna...'

Pinkie erupted into a giggle fit, making even more of the trees normal again.

'Laaaaaaaaaaaaaaaaaaaaaaaaaaaaaaauuuugh!'

The music cut out, and everyone fell to the ground with laughter.

"Hey, Twilight, why aren't you laughing?" Pinkie asked.

"I just realized how Sunset felt when me and the rest of the herd and her mom broke out singing while she just watched," Twilight said.

"What?" Rarity ask.

"In the human world humans don't just break out singing and music begins playing out of nowhere," Twilight said.

"Really that's strange," Fluttershy said.

"And also why didn't we just run pass the trees? They're trees that don't move," Twilight said causing all the ponies to wonder why too. (3)

!

However, none of them were prepared for what came next. A large river full of rapids with the sounds of uncontrollable sobbing from downstream. The ponies walked to the over dramatic weeping to find a fabulous-looking sea serpent.

"What seems to be the problem, sir?" asked Twilight ask.

"Well, I was minding my own business," said the sea serpent name Steven Magnet. "When a purple wind just whisked pasted me and sliced off part of my beautiful moustache! Now, I'm completely hideous!"

"Oh, give me a break." Rainbow groaned.

"That's what all the fuss is about?" Applejack asked with indignation.

"Of course it is! How can you be so insensitive?" Rarity scolded with her head held high. Rarity approached the Steven. "Oh, just look at him. Such lovely luminescent scales. And your expertly coiffed mane. And your fabulous manicure... all ruined without your beautiful mustache. I cannot let such a crime against fabulosity go uncorrected!" She ran up to the serpent and ripped off one of his scales, unsurprisingly causing him to yelp in pain.

Using the scale she slashed the bladed object at herself, cutting her tail off. Rarity didn't blink at her cut tail, merely staying focused on the task at hand by levitating her removed tail up to the serpent's face. She firmly attached her fallen tail onto the serpent's face like it was the second half of his mustache.

"You look smashing." Rarity complimented with a straight face.

"Uh, Rarity? Are you really okay with this?" Twilight asked her, motioning to her tail.

"Oh. Uh, it's fine. Short tails are in this season. Besides, it will grow back," she said.

"The mustache would grow back too, you know," Rainbow Dash said.

Twilight started wading across the river now that it was calm. The serpent lifted her from the water, arranging his body as stepping stones across the river.

"Allow me." Steven said, granting them access across the water.

!

Finally the ponies approached the Castle of Royal Pony Sisters, and only one this stood in their way. A deep and wide valley that no one but with wings could cross. And the rope bridge that was cut down.

"How do we get across?" Applejack ask.

"I'll handle this," Rainbow Dash said.

And with that, she flew to the other side of gorge. She was just about to tie the final rope that would make bridge accessible again, but stopped when she heard a soothing voice call out her name.

"Rainbow Dash…"

"Who's there? Show yourself! How do you know my name?" Dash asked, challenged, and wondered all at once.

"Your fame and reputation exceeds yourself, Rainbow Dash. We heard that you were the most talented flyer in all Equestria," the voice said.

"Really?" Rainbow Dash ask.

"We also heard you're the only one to ever pull off the legendary Sonic Rainboom," said the voice, as its owner came out of the mist to reveal that it was a pegasus mare in black spandex with two other larger pegasus. Looking down at the bulges showed that all three of them are very large for pegasuses.

"Yes, it's all true," said Dash with pride. She focused on her flatterers. "But who are you, anyway?"

"We are the Shadowbolts," the mare said. "We're the fastest flying team in the Everfree Forest, and soon, all of Equestria! And we're looking for a new captain."

"Who do you have in mind?" said Rainbow Dash with a knowing smile.

"We need somepony with speed," said the Shadowbolt leader.

"Yes…" said Rainbow Dash, savoring the moment.

"We need somepony with agility," added the Shadowbolt leader, building up to the moment.

"Yes…" Rainbow ask.

"But most importantly, our captain must have an unlimited amount of stamina when she shows us why she is the captain!" Shadowbolt leader said licking her lips.

"Aw yeah, that's what I'm talking about!" Rainbow Dash said.

"We need… you," said the Shadowbolt leader, whispering the last part in Dash's ear and rubbing her cock.

"Girlfriend, you got yourself a deal!" cheered Rainbow Dash. "Just let me tie this bridge up, and we'll talk."

"NO!" rejected the shady mare abruptly. "You have to come with us NOW. It's either them or us!"

Rainbow Dash contemplated her options briefly. Would she choose the fame and glory she dreamed of and strives for every day, or the friends that supported her and stuck with her thick and thin.

"No," Rainbow Dash said as she picks up the rope bridge and flies back to her friends. The Shadowbolts seeing her going back to her friends turn back into shadows and faded away.

"Dash, you came back!" Twilight said.

"Of course I came back," she said with pride. "I'd never leave you guys hanging!"

!

The ponies entered the ruins of the castle which is still in good shape. Inside the main chamber they found several perfectly round rocks resting on some kind of pedestal.

"The Elements!" everypony cheered.

Black mist suddenly appeared wrapping itself around both Twilight and the elements teleporting them away. Leaving behind the five ponies who came with her. Seeing their new friend gone they race and off to save her going deeper into the castle.

Twilight on the other hand found herself in the bedroom that both princesses shared together when they were living in the castle. And she also found herself completely naked. Which is no longer empty as laying where they fell her herdmates and the ponies who were taken with them, are spread out in the room covered in sex juices with a fuck out looks on their faces. The two royal sisters had taken them all many times, single or double teaming on them till all of the ponies in the room were completely spent. Which didn't stop either of the sister's from fucking them even as they dangled like rag dolls. Twilight couldn't help but look at the 3 mares who got caught with her herdmates. Octavia is like Bon Bon with both being the same sizes but unlike Bon Bon powerful body, hers is softer with a bustier built and her cock is 18 inches too. Vinyl has the same built like herself but has a 15 inch cock. And Derpy has a big soft butt and a 17 inch cock. All 3 mares made Twilight very aware how of a late bloomer she is.

"Welcome my student," Molestia greeted causing Twilight to turn her attention to her teacher.

There seated on a large throne sat Celestia who thanks to her sister is transformed into Molestia. Twilight could only stare at her teacher who now has pink hair a creamy coat from her pure white one and a much bustier built and looking between her legs a massive cock that is 25 inches long and so thick. And sitting across her lap is Sunset who is suckling from her left breast as she was held up by her mother.

"Princess what happen to you?" Twilight ask as she couldn't help but drool as she stare at her now sexier teacher. Both the scent coming from Sunset and the musk from Molestia is causing Twilight to become aroused.

"My dear sister return and help me become who, I use to be. I am Molestia the princess of lust," Molestia said smiling sweetly. Sunset's eyes widen hearing her mother speaking with Twilight and pulled her mouth from her nipple.

"Twilight mom been change by aunt Luna. All she wants to do is have sex now," Sunset said unable to move because of all the sex she been having. After her mom and her aunt brought her in their old room, her herd mates unable to control themselves grab her and fuck her into a daze. She was taken by all of her herd mates and the 3 other ponies, but for Moondancer, Bon Bon and Octaiva who are the largest in cock size besides her mother and aunt. They tried to have their turn with her but her screaming for them to stop cause her mother to stop them. As her mother is still her mother and hearing her screaming cause that part of her to come out. Molestia made it clear that she is only to have sex with them when she's willing. The 20 cocks she took in the play room are magical so she didn't felt that much pain compared to the real things.

"Now, now my dear Sunset. It's not a bad thing," Molestia said as she held her daughter in her arms. She positions her so that Sunset's front is facing Twilight showing off her well used cum oozing pussy to her. "Don't you want Twilight to give you a good fucking?"

"Mom no!" Sunset said. "I'm too sore and tried."

"Very well my little Sunset," Molestia smiled as she stands up and places her daughter on the throne that is well padded allowing her to rest.

"Princess what have you done to her?" Twilight ask seeing Sunset falling asleep.

"Showed her what I have in plan for everyone. After we broken all of them in first," Molestia smiles licking her lips as she walks towards Twilight. She cast her eyes on the elements and her horn glowed causing all the stone orbs to break to the horror of Twilight. "No more elements to ruin things."

"Princess what have... EEKK!" Twilight shouted as she was grab from behind and lifted up into the air.

"Hello Twilight, we meet again," Nightmare Moon smiled as she plunge her mighty cock covered in juices up Twilight's butt. Twilight's open but no scream came out as a giant cock suddenly went up her butt, stretching it to the max.

"Now to really break you in," Molestia said as she stood in front of Twilight with her cock ready to bury itself into her pussy.

Molestia grabbed onto Twilight's shoulders and lurched her wickedly long throbbing cock into her tight pussy folds forcing her hardness all the way inside her tender love canal. Twilight screamed at the top of her lungs feeling Molestia force fuck her so hard she could feel every inch of her slamming through her sensitive cervix and pounding up into her uterus with every stroke. Nightmare Moon Pulled her down onto her monster shaft beginning to fuck up into her butt. Twilight frantically kicked and lurched wildly in between the two giant Alicorns that are breaking her in the hardest way. Molestia laughed and grabbed Twilight's face, pulling her to hers and kissing her vulgarly before breaking off the kiss. Twilight began moaning as her ass and pussy are getting pounded with two giant pistons that are only getting harder, faster, and deeper.

Filling her hands with Twilight's sweaty boobs, Nightmare Moon nodded to her grinning sister and proceeded to really fuck Twilight's tight ass passage vigorously. And Molestia also took up a powerful, upward fucking motion, feeling her sister's cock rub against her own, only through the guts of Twilight. They're pressing Twilight's guts against each other and thus could feel the other organ slide and grind deeper and ever deeper into Twilight. Twilight being shorter then either of the princesses hang between them her legs dangling off the floor held up by their two mighty cocks.

Gritting her teeth together, almost cracking them, Twilight winced, eyes screwed shut, and sharp, loud little squeals came out her nose as her absolutely stuffed belly sent the most wondrous, and maddening, organ distorting pleasure up to her stupefied brain. It wasn't long until the two sex craze Alicorns could stop their own motion as Twilight took over, slamming her bubble butt and soaked pussy back against the two inhumanly dimensioned, utterly unbendable and very irresistible cocks. Her squeals echoed through the room as she begged, and eagerly worked for, the desperately needed cum from both dripping cocks.

"We're really breaking this one in," Nightmare Moon said to her sister.

"Yes my student was always so eager to please me," Molestia said.

"You know when you really broken a mare in. Is when they won't let go of your cock," Nightmare Moon smiled.

"Yes. Just like the old days with our own herd," Molestia smiled.

"We broken so many mares into becoming part of our herd," Nightmare Moon said. "The herd Sunset has is a nice start."

"We might have gotten a bit overboard with them," Molestia said.

"And we still need to change Sunset back into a pony. But with her being highly immune to magic even ours it be awhile before she can join us," Nightmare Moon said.

"Yes. It be so prefect. Us with one of her herd mates like Twilight here between us, while Sunset face fucks her," Molestia smiled. "Of course she could be here riding on Twilight's cock while we fuck her."

"And it looks like Twilight here is all but broken now," Nightmare Moon said looking down at the pony she's sharing with her sister. They just been standing still holding her up as she does all the work for them.

"Yes just as it should be. When we're finally done with her, Sunset will like her new mate," Molestia said.

"Just fuck me!" Twilight scream out overcome by pleasure. She could think or care about using the elements to stop the princesses. All she cares about is serving under them.

"TWILIGHT!" cried out the five ponies who came with her.

Hearing them calling out to her cause, Twilight to snap out of it as they burst into the room. Twilight focus her magic and teleported out between the princesses leaving them with blue balls. Twilight reappeared standing in front of her friends, facing the two dark princesses.

"You think you've won? The spirits of the elements are right here," Twilight said.

"Applejack who spoke to me, and she promised my safety when I had no reason to believe I would survive. For her honorable word, she bears the Element of Honesty."

"Fluttershy, when faced with a creature on the attack, saw its pain and she alone acted to ease its suffering. For her compassion, she bears the Element of Kindness."

"Where horrid imagery shocked and repulsed us, Pinkie laughed away her fears. For her optimism against all odds, she bears the Element of Laughter."

"When a serpent lost something precious to him, Rarity gifted him something valuable to herself. For her sacrifice, she bears the Element of Generosity."

"When offered the chance to join a prestigious group and rise to the top, Rainbow Dash chose to stand with those she cared about most. For her unwavering devotion to her friends, she bears the Element of Loyalty."

All five ponies now have glowing shards spinning around them.

"You haven't won, either! You don't have the Sixth Element!" Nightmare Moon said.

"It's a different kind of spark then what I read in the book. I knew what the Sixth Element was the moment my friends returned my hope to me. For the way I feel about the ones who have saved my life numerous times, and touched me with their actions that exemplified their virtues as my friends, I have become the bearer of the Sixth Element. The magic of friendship!" Twilight shouted out.

From the ceiling, an orb glowing a sharp white descended over the ponies the Final Element. The element transform into a crown and place itself on Twilight's head. The other elements transform into necklaces for the other five ponies. They all began glowing different colors causing both princesses to back away in fear. At the peak of the power built up they release the power of friendship on the two princesses who jump sideways letting the beam past between them, to the shock of the ponies. (4)

"MOM!" Sunset scream causing Molestia's heart to stop seeing the beam heading right at her daughter who is still on the throne where she left her.

Twilight and the others look on in shock seeing their attack flying right at Sunset and there isn't a thing they could do to stop their attack. Sunset scream as the beam was about to hit her. Only for her to be grab in a hug as both her mother and aunt teleported in front of her and shielded her body with theirs with their wings wrap around her from the attack.

Twilight and the others could only stare as their attack faded away revealing the forms of Molestia and Nightmare Moon still there. Both of them having taken the full blunt of the element attack shielding Sunset from it. Both sisters unwrap their wings from Sunset and turn to face the ponies who dared to attack them and almost hurt Sunset.

"Looks like the elements don't work for you 6," NIghtmare Moon said glaring at the six who are now backing away from the two angry Alicorns.

"And worst yet. Sunset was almost hurt because of you 6. You will be punish for this," Molestia said glaring at Twilight who staring at her in fear.

"Mom?" Sunset voice ask causing both sisters to turn their heads to look at her.

They froze as they saw copies of their non-transformed selves holding Sunset between them. For their part Celestia and Luna look as confused as their counterparts as they remember being them right up to the point where the elements beam hit them. Everyone just stood there blinking as there are now two sets of princesses in the room now.

"Mom what happen?" Sunset ask.

"I don't know," Celestia said.

"How could this happen?" Molestia ask.

"Maybe it was because of how both Molestia and Nightmare Moon were willing to protect Sunset that they weren't destroyed by the elements?" suggested Twilight.

"Do you still want to turn all of Equestria into a never ending orgy?" Luna ask Nightmare Moon.

"No... I no longer do. It's like the beam got rid of my never ending lust," Nightmare Moon said.

"Me neither. My lust is now more manageable and I'm not just wanting to have sex all the time," Molestia said.

"Mom?" Sunset ask looking between Celestia and Molestia.

"This is going to be a problem," Molestia said locking her eyes with Celestia.

"She's my daughter," Celestia said holding tightly to Sunset.

"She's my daughter too," Molestia said.

The two mothers glared at each other with a powerful aura around them.

"This isn't good," Twilight gulped.

!

Author's Notes -

1 - The ponies do seem to be completely hopeless with some exceptions without the princess around.

2 - The ponies just break out singing and music begins playing. Which thanks to Sunset living in the human world so long which song and dance numbers don't just break out. Sunset points out this fact to her herd after being the only one who wasn't effected by a sudden musical number which her herd realized that they never thought of it before. I'm just putting it being a magic thing.

And the EQ movies the songs are either just in Twilight's head or background and the battle of the bands don't count.

3 - A plant monster that can't move isn't that deadly if you can just walk pass it.

4 - The elements take awhile to built up the power to fire the friendship beam. So why doesn't the villain just jump out of the way?

!


	9. Chapter 9

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Sunset awoke alone in bed for a change, which is due to her moving out of the castle and living with her herd in Ponyvile. The bed she's sleeping in is meant for a filly but with her being so much smaller then a normal pony it fits her well, and prevents her herd members from just getting into her bed. She's living in the liberty along with Twilight and Moondancer. The rest of her herd is living with Bon Bon in her house in Ponyvile. The reason why they're staying in Ponyvile is because of what's going on at the castle with her two moms and two aunts. And that she was almost crush in her sleep when her moms both tried to hold her while they were sleeping, which resulted her trap between them all night. With both her moms fighting over her, she decided to stay in Ponyvile till they work things out and she isn't caught in the middle.

Which is causing tensions as with everyone knowing that she is Celestia's and Molestia's daughter, everyone is scared in upsetting her. As they all too well remember what happen the last time with Rainbow Dash, Applejack and Pinkie Pie upsetting her. With only the fact they help save the day that Sunset forgave them.

Which... Pinkie Pie ruined the moment by trying to throw another orgy for Sunset and then grabbing Sunset from behind and ask if she would like her cock up her ass. Which caused Sunset to cry out in a panic hearing Pinkie wanting to shove her huge 17 inch up her butt and for Pinkie quickly finding herself surrounding by the older members of the royal family. And both of her moms and aunts teaching her a lesson as they all fuck her at once. Even going so far as double stuffing her her holes, which made her realize how much tougher Ponies bodies are to hers which can stretch out very well. As all four of them if they tried doing that with her, would rip her apart, and Pinkie did need to be healed afterwords.

Then they turn their attention to Applejack and Rainbow Dash. They had used the shrinking spell on their cocks when they took Pinkie, leaving them with just 18 inch cocks. They unleash their full sizes on them at 26 inches and impaled both younger ponies between them. Grinding into Applejack and Rainbow Dash till they came and then switch holes and passing them to each other, so the other pair could pound into one of them till they got tried of that and went back to the other. In the end her moms and aunts left both Applejack and Rainbow Dash unconscious, leaving them aching from the convulsions of lust and bathed inside and out in their cum.

As for Sunset herself, she found herself center of attention with the others with her moms keeping an eye on her while they teach Applejack and Rainbow Dash a lesson. Bon Bon and Moondancer had waited long enough and wanted to have sex with her. And Sunset found herself with her head between Moondancer's soft breasts as Bon Bon lined her cock to her pussy. Both her moms watched nearby while they made Applejack their cum bucket, easily holding her between them. They would stop it if they see it's just hurting their daughter.

Bon Bon went in slowly letting Sunset get use to it, and thanks to the fact she is still full of cum the huge cock had plenty of lube. Like the other big girls Bon Bon couldn't get all of her cock into Sunset, but all that matters was that Bon Bon is finally getting to have sex with Sunset. In and out of her body Bon Bon drove her cock into Sunset under the watchful eyes of the two princesses. She would pull out so only the tip of her organ was inside, Sunset's pussy then she would ram her cock back in as far as it would go. The cock was so far up inside Sunset that she half expected the tip to start poking out of her mouth at any moment.

Up and down Sunset's body moved with the cock fucking her even with Moondancer holding her. The force would had lifted her up off Moondancer if she wasn't holding her down tight and then slammed her back down onto it until finally Bon Bon gave a roar and came deep inside Sunset. For Sunset she lost count how many times she had cum and could only lay on top of Moondancer, as Bon Bon filled her up. Then Bon Bon pulled her cock out letting all of her cum to come out, making a puddle on Moondancer.

Sunset's eyes widen as she was lifted up by Moondancer's magic and was flipped over so she was looking down at the larger pony beneath her. And saw Moondancer's massive cock rock hard and ready for her turn. Sunset look around and saw all of her herdmates and the other ponies all stroking their cocks as they watched. Sunset gulp knowing that she's going to be the meat in their orgy.

"Morning," Moondancer said breaking Sunset's flashback of what happen after the Twilight and the element bearers hit mom and her aunt with that rainbow magic, which caused her to have two moms and two aunts.

"Morning," Sunset greeted back. She's been living in Ponyvile for a week now and been keeping herself inside. As even here there are ponies who try to get close to her so that have better social standing.

While she's been kept in her mom's room, after she recovered her health around the time she gotten her royal herd she has been wondering around the castle. She would wear a cloak hood that is heavily protected with spells that kept her scent from effecting ponies and cause ponies not to look at her while she wore it. And like back home things are mostly the same as the nobles all played the game. The Game is what nobles the ambitious and influential ones play against each other. The nobles pretend to smile and greet each other, laugh at our stupid jokes, and even call each other friends. In truth they are trying to destroy each other for prestige. Who has the better lands. Who has the better business and has more success. Who gains more favor with her. But of course her mother never played the game at the level of lower rank nobles played, as anyone who tried with ill intentions would commit political suicide or death.

Celestia had also had been keeping her in her room because the nobles would try to use her to gain more power. Everyone has heard about her and that she is officially Celestia's daughter and heir. They would go and try to gain her favor which would help them in their social climbing. And then they discovered that she has a royal herd, which cause many of the noble families to try to get their young members to become apart of her herd. Which Celestia block and Sunset said on one of her rare outings at the court with her mother that she isn't interested in adding anymore ponies to her herd.

Now that she added 3 more ponies to her herd is causing her trouble with ponies around Ponyvile wanting to join too. Filthy Rich has made huge financial contributions to the castle which like many of the other nobles have the obvious ulterior motives. But Sunset is ok with her as unlike most of the nobles, she work hard in being a merchant as her family as since her great grandmother help in building up Ponyvile into what it is today. And Sunset has been talking to her about setting up a Walmart like store like what she's use to back in the human world. Sunset also found out that her mom has place her as the governess of the land around Ponyvile. So that she'll learn how to rule and oversee the ponies living under her rule.

"Twilight's out for the day. She's going to be helping Applejack at her farm," Moondancer said walking up to the bed wearing nothing like many ponies do while indoors.

"So it just be us today," Sunset said.

"Nope," Moondancer said as behind her step out Bon Bon and Octavia both of whom are naked as well.

"What's going on?" Sunset ask already knowing it be her being stuff by giant pony cocks.

"Well seeing how little we gotten to be with you because you wanted to wait till you gotten use to the big end of the cocks in the herd. We talk with the others and we get to have you to ou selves all day," Bon Bon said.

"And as one of your new herd members I think we should get to know each other better. Vinyl and Derpy are going to have you to themselves tomorrow," Octavia said. After the whole element thing was over with the elements blasting the princesses and the following orgy. Sunset offered her, Vinyl and Derpy to be members of her herd seeing how she had sex with them and her moms and aunts took them and used them as their cum buckets. Which they expected and became apart of her herd. The other element bearers also wanted to be part of the herd but Sunset put her foot down on that idea as they made bad impressions on her.

"Ok fine but before we jump into the sex lets eat first and talk. Sex is nice but I want to have a relationship that isn't just sex and sex this," Sunset said seeing how there's no way she's getting out of this and her moms aren't here. (1)

"That's fine with me," Octavia said.

"Good and you all better not try to shove your cocks all the way into me. There's no way I can take all of that," Sunset said pointing to their semi hard cocks.

"Don't worry we won't besides if we did, the lighting punishment we can expect from your moms is them using their real size, double teaming in one of our holes. Not to mention your aunts might want to get into that action. Pinkie Pie is still recovering from that," Bon Bon said.

"It wasn't at their full size," Sunset said remember how much Pinkie screamed when her moms and aunts all took her at once.

"Not when they double stuff her pussy and butt at the same time," Moondancer said.

"Well it did help in stretching her out," Sunset said as that's the reason why she saved Bon Bon and Moondancer last to have sex with her.

"Let's eat then we can get to know each other better," Octavia said.

!

At the Applefarm -

"No. Nope. Nope," Spike said searching through the apples as he rode in the back of the apple cart being pulled by Twilight who had helped Applejack with the harvest.

"Thank you kindly, Twilight, for helping me out. I bet Big McIntosh I could get all these Golden Delicious in the barn by lunchtime. If I win, he's gonna walk down Stirrup Street in one of Granny's girdles," Applejack said chuckling as she pulled her own cart.

"No problem at all, Applejack. I'm glad the goal is lunchtime. All this hard work is making me hungry," Twilight said.

"I know, right?" Spike said looking at an apple.

"Ooh-wee, Spike. You've been lounging on the cart all morning while we worked," Twilight said.

"Exactly. You two are taking so long, I missed snack-time," Spike said as Twilight's stomach rumbles causing her to laugh nervously.

"Eh, I guess we better get some food," Twilight said.

"Nope. Worm. A-ha!" Spike said holding a good looking apple.

"Oh Spike, that looks delicious," Twilight said.

Spike eats it in one bite.

"Spike!" Twilight snaps at him.

"What?" Spike ask before burping up a scroll.

"It's a letter from Princess Celestia," Twilight said.

"Hear ye, hear ye. Her Grand Royal Highness, Princess Celestia and Molestia of Equestria, is pleased to announce the Grand Galloping Gala to be held in the magnificent capital city of Canterlot, on the 21st day of, eh, yadda yadda yadda, cordially extends an invitation to Twilight Sparkle plus one guest," Spike said reading the scroll.

"The Grand Galloping Gala!" both Applejack and Twilight gasped out.

"Woo-hoo!" Applejack shouted out.

"Look, two tickets," Spike said after burping again.

"Wow, great! I've never been to the gala. Have you, Spike?" Twilight ask.

"No, and I plan to keep it that way. I don't want any of that girly frilly frou-frou nonsense," Spike said.

"Aw, come on Spike. A dance would be nice," Twilight said.

"Nice? It's a heap good more than just nice. I'd love to go. Land sakes, if I had an apple stand set up, ponies would be chowing our tasty vittles 'til the cows came home. Do you have any idea how much business I could drum up for Sweet Apple Acres? Why, with all that money, we could do a heap of fixing up 'round here. We could replace that saggy old roof, and Big McIntosh could replace that saggy old plow, and Granny Smith could replace that saggy old hip," Applejack said. "Why, I'd give my left hind leg to go to that gala."

"Oh, well in that case, would you like to...," Twilight began before Rainbow Dash flew down from a cloud landing next to her.

"Are we talking about the Grand Galloping Gala?" she ask.

"Rainbow Dash. You told me you were too busy to help me harvest apples. What were you busy doing? Spying?" Applejack ask.

"No, I was busy napping, and I just happened to hear that you have an extra ticket?" Rainbow Dash ask.

"Yeah, but...," Twilight was cut off.

"YES! This is so awesome. The Wonderbolts perform at the Grand Galloping Gala every year. I can see it now. Everyone would be watching the sky. Their eyes riveted on the Wonderbolts, but then in would fly Rainbow Dash!" she said.

Rainbow Dash has a dreamy look on her face as her imagination ran wild.

"I would draw their attention with my Super Speed Strut. Then, I would mesmerize 'em with my Fantastic Filly Flash. And for my grand finale, the Buccaneer Blaze! The ponies would go wild! The Wonderbolts would insist that my signature moves be incorporated into their routine, and then welcome me as their newest member," Rainbow Dash said.

"Or just ask Sunset?" Spike said but Rainbow Dash didn't hear it.

"Don't you see, Twilight? This could be my one chance to show them my stuff. You gotta take me!," Rainbow Dash said before her tail was lank by Applejack.

"Hold on just one pony picking minute here. I asked for that ticket first," Applejack said.

"So? That doesn't mean you own it," Rainbow Dash said.

"Oh, yeah? Well I challenge you to a wrestle. Winner gets the ticket," Applejack said as both of them began to arm wrestle for the prize.

"Girls, these are my tickets, I'll decide who gets it, thank you very much. Whoever has the best reason to go should get the ticket, don't you think?" Twilight ask them.

"Drumming up business for the farm?" Applejack ask.

"A chance to audition for the Wonderbolts?" Rainbow Dash ask.

"Money t' fix Granny's hip," Applejack said.

"Living the dream," Rainbow Dash said.

"Oh my, those were all pretty good reasons, aren't they?" Twilight said before her stomach rumbles causing her to chuckle. "Listen to that, I am starving. I don't know about you, but I can't make important decisions on an empty stomach, so I'll, uh, think about it over lunch and get back to you two, okay?"

"Okay," both Applejack and Rainbow Dash groan as they watch her and Spike leave. Then they went back to arm wrestling.

!

Ponyvile -

"So, who you gonna give the ticket to, Twilight?" Spike ask as they walk through Ponyvile.

"I don't know Spike, but I really can't think straight when I'm hungry, so where should we eat?" Twilight ask before walking into Pinkie Pie causing them to fall to the ground. And the tickets ended up covering Pinkie's eyes.

"Gah! Bats! Bats on my face! Help! Wait, these aren't... tickets to the Grand Galloping Gala?! It's the most amazing incredible tremendous super-fun wonderful terrifically humongous party in all of Equestria! I've always always always wanted to go!" Pinkie said and broke out in a song.

Oh the Grand Galloping Gala is the best place for me

Oh the Grand Galloping Gala is the best place for me

Hip hip

Hooray!

It's the best place for me

For Pinkie...

"With decorations like streamers and fairy-lights and pinwheels and piñatas and pin-cushions. With goodies like sugar cubes and sugar canes and sundaes and sun-beams and sarsaparilla. And I get to play my favorite-est of favorite fabulous games like Pin the Tail on the Pony!" Pinkie sang.

Oh the Grand Galloping Gala is the best place for me

Oh the Grand Galloping Gala is the best place for me

'Cause it's the most galarrific superly-terrific gala ever

In the whole galaxy

Wheee!

"Oh thank you, Twilight, it's the most wonderful-est gift ever," Pinkie said.

"Um, actually...," Twilight began but was cut off.

"Are these what I think they are?" Rarity gasped out spotting the tickets.

"Uh...," Twilight said.

"Yes, yes, yes! Twilight's taking me to the Grand Galloping Gala in Canterlot," Pinkie said.

"The gala? I design ensembles for the gala every year, but I've never had the opportunity to attend. Oh, the society, the culture, the glamour! It's where I truly belong, and where I'm destined to meet her," Rarity said.

"Her! ... Who?" Pinkie ask.

"Her. I would stroll through the gala, and everyone would wonder, 'Who is that mysterious mare?' They would never guess that I was just a simple pony from little old Ponyville. Why, I would cause such a sensation that I would be invited for an audience with Princess Celestia herself, and the princess would be so taken with the style and elegance that she would introduce me to her, her niece the most handsome, eligible unicorn mare in Canterlot. Our eyes would meet, our hearts would melt. Our courtship would be magnificent. She would ask for my hoof in marriage, and of course I would say, 'Yes!' We would have a royal wedding, befitting a princess, which is what I would become upon marrying her, the mare of my dreams," Rarity said.

Angel the pet rabbit of Fluttershy came by and had listen on in.

"Twilight, I simply cannot believe you would invite Pinkie Pie so she can... party, and prevent me from meeting my true love. How could you? Hmph," Rarity said.

"Hey!" Spike shouted as Angel grabs the tickets and runs off heading for his owner.

"Angel, these are perfect," Fluttershy said taking the tickets from her pet.

"Uh, listen guys, I haven't decided who to give the extra ticket to," Twilight said.

"You haven't?" Rarity and Pinkie Pie asked.

"Um, excuse me, Twilight. I would just like to ask, I mean, if it would be all right, if you haven't given it to someone else...," Fluttershy ask.

"You? You want to go to the gala?" Rarity ask.

"Oh, no. I mean, yes, or, actually, kind of. You see, it's not so much the Grand Galloping Gala as it is the wondrous private gated garden that surrounds the dance. The flowers are said to be the most beautiful and fragrant in all of Equestria. For the night of the gala, and that night alone, would they all be in bloom... and that's just the flora! Don't get me started on the fauna. There's loons and toucans and bitterns, oh my! Hummingbirds that can really hum, and buzzards that can really buzz. White-blue jays, and red jays, and green jays, pink jays and pink flamingos!" Fluttershy said.

"Gee, Fluttershy, it sounds... beautiful...?" Twilight said.

"Wait just a minute," Rainbow Dash shouted appearing out of nowhere.

"Rainbow Dash! Were you following me?" Twilight ask.

"No. I mean, yes. I mean, maybe. Look, it doesn't matter. I couldn't risk a goody-two-shoes like you giving that ticket away to just anybody," Rainbow Dash said.

"Wait just another minute," Applejack said appearing out of nowhere as well.

"Applejack, were you following me too?" Twilight ask.

"No. I was following this one to make sure she didn't try any funny business. Still trying to take my ticket," Applejack said.

"Your ticket?" Rainbow Dash ask.

"But Twilight's taking me," Pinkie said which caused all five ponies to start to argue in who's going.

"QUIET!" Twilight shouted.

"And then I said, oatmeal, are you craz..., oh," Pinkie stop her rambling as she saw she's the only one left talking.

"Girls, there's no use in arguing," Twilight said.

"But Twilight...," Rarity began but was cut off by Twilight.

"This is my decision, and I'm gonna make it on my own, and I certainly can't think straight with all this noise...," Twilight said as her stomach rumbles. "Not to mention hunger. Now go on, shoo."

The ponies all left grumbling.

"And don't worry, I'll figure this out... somehow," Twilight said.

"Really?" Spike ask.

"Spike, what am I gonna do? All five of my best friends have really good reasons to go to the gala. Applejack, or Rainbow Dash? Pinkie Pie or Fluttershy, Rarity... Oh, who should go with me?" Twilight ask as her stomach rumbles again.

"How about we just go back home for something to eat. Sunset and Moondancer are there maybe they could help," Spike said.

"Wait that's right! Sunset's is the princess so she'll know what to do!" Twilight said as she picks up Spike and runs back home. (2)

!

Golden Oak's Liberty -

Sharp, repetitive slaps echoed off the room's walls as Moondancer, quite out of control in lust fueled by Sunset's scent, plowed, repeatedly, the magnificently round and full, not to mention most willing and receptive ass of the screaming pony beneath her. Who it was, she didn't know. She had lost count, as well as who, of how many loads she had spewed into which ponies mouth/pussy/asshole.

She knew it had to be either Bon Bon or Octavia whose ass she was vigorously porking in nineteen inch long strokes. Both of them were beneath her, one upon the other, in a classical '69' position, wet faces buried in a dripping wet pussy. And between them is Sunset who is being spit roasted between their cocks. Both Bon Bon and Octavia had to be careful not to crush Sunset between them or smoother her.

Moondancer's hips, wet with their juices, was rhythmically smacking against whomever's bubble-butt she was splitting, like a log, with her arm thick female breaker. Each impact resulted in a 'slap', the slaps echoing off the walls. The screams of whatever delicious pony she was presently riding were most effectively smothered by face enwrapping pony cunt and head straddling, clenching thighs. Moondancer could hear the cries clearly, but no one else. Celestia had place not only very powerful protection spells on the tree but also a sound proof spell.

She had been fucking pony mouth/pussy/ass all morning, with the exception of Sunset who she only been fucking her mouth and pussy. And she had been spewing incredibly, pornographically voluminous loads of semen into pony mouth/pussy/ass all morning, too. Without breaking a sweat. Sunset's scent once it's dripping with sweat and sex becomes very powerful aphrodisiac. And she felt great. As has become the norm, after unloading massively into one of the ponies, her organ, all nineteen inches of it, would soften…

For, on average, about two minutes before it would jerk into new erection, reaching for the ceiling, throbbing and drooling, and her balls would start to burn. Sunset's scent is more powerful then any sex drug she knows of and it certainly worked well on her. All she was capable of now was fucking every opening in the female body…forever.

Suddenly the pony immediately beneath her increased the force and pitch of the rhythmic screams that her cunt buried mouth threw into the pussy before it. From long experience it meant her ass buried cock was jumping in pre-orgasmic excitement.

"I'm going to cum…again!" Moondancer told herself as the rush to completion became obvious. Now she could feel the telltale jerking of her meat as it approached yet another massive orgasm.

Without thinking it, she dramatically increased the rhythm and power of her balls deep strokes. Looking down, she recognized Octavia squirming in absolute delight beneath her, taking every bit of Moondancer's balls deep drives… drives that would have killed most human females… completely in her compliant, yet wondrously still tight, rectum. She felt how opened up the pony's bowels had become, but she knew, by numerous experiences, that minutes after she finished with Octavia that softball sized hole between her buttocks would tighten up to literally virginal snugness. At least until Moondancer decided to use her again…

That's just how ponies are and is the reason why they have to be so careful with Sunset. Her body isn't able to withstand the punishment that ponies can, and if Sunset ends up badly hurt cause of any of them in her herd being unable to control themselves... None of them want to think what the princess will do to them, either of them now that there's two of them and both of whom Sunset calls mom.

Then Moondancer was there, her mind temporarily blanking out in blissful orgasm. The loud squeal from Octavia betrayed her first spew into the pony's guts, and then the almost painful bliss seized her. Immediately thereafter Octavia seized her, the pony's guts, her stuffed bowels, clamped down on Moondancer's cock and proceeded, like many times before on this morning of endless sex, to milk and suck on Moondancer's cock… assisting in her unloading.

Moondancer seized Octavia's shoulder in her teeth and road out the lush, pumping, spurting orgasm, enjoying the pony's screams of delight as Moondancer felt her balls empty… and Octavia's bowels fill. Hours later, it seems like, Moondancer rolled off the whimpering, belly growling, temporarily thoroughly fucked pony. Her still huge cock made the nastiest sucking sound as it was pulled out of Octavia's cum filled ass.

On her back, still breathing hard, she looked over at Octavia a satisfied, temporarily, smile. Octavia returned the look, her pussy juice wet face a mask of feminine bedroom satisfaction. Then she reached over and wrapped her hand around Moondancer's softening tube steak. Sliding off of Bon Bon and popping her cock out of Sunset's mouth, she squeezed the semi-erect shaft and, obediently, Moondancer gushed a good two inches of finger thick, coagulated cum onto her heaving belly.

Bon Bon looked up from being formerly enwrapped in Octavia's loins, saw what her former partner held in her hand, and, smiling broadly, climbed over both of them to lay on Moondancer's right. Sunset who is still impaled on Bon Bon's cock clung to her as she has her head buried between her massive breasts. Glad that she's no long trap between them in a very awkward proposition.

Still looking at the ceiling, Moondancer suddenly realized that each of the well over six foot tall ponies were laying on one of her arms, pinning them most effectively. Octavia bent over slightly and extended her feet long pony tongue. Moondancer's contribution to pony culinary satisfaction disappeared in one blurry tongue swipe.

Octavia began beating her semi-erect meat. Moondancer hissed and her legs stiffened. Instantly she felt her meat engorgement start back up. Bon Bon cooed and Moondancer felt her balls, still huge and stuffed, picked up by a hot, knowledgeable hand. A hand with long, wickedly strong fingers. Sunset having been filled with Bon Bon's cum pulled herself off of the cock buried inside of her. She's glad that her three lovers are having as much sex with each other then just piling it all on her.

Moondancer moaned as her burning nuts began packing her tubes on the way to her again furiously hard dong. She hissed when wet velvet fire enwrapped her glans and she looked up to see Octavia tongue encircling her cock head, buffing it, capturing every bit of precum that tried to escape the slit at the tip.

Then Bon Bon's mouth was next to Moondancer's ear. Sunset on the other hand is laying on her side against Bon Bon's back getting a breather. All 3 of her lovers have been pounding her silly after all morning after they ate breakfast. She is just glad that all of the unicorns in her herd know healing spells, as she's going to need it after taking as much of the three biggest cocks that she could take.

"I think I'll give your eggs a nice warm bath! They can use it, considering how much I've been using them!" Bon Bon said. Then her head was moving between Moondancer's, now widespread, thighs.

"AAAH!" Moondancer cried as her balls were drenched in hot saliva, and then polished with a foot long tongue. As she stared with passion opened eyes she saw Octavia open her maw wide and, in one gulp, intake all of Moondancer's fist sized glans.

And that's what Twilight and Spike walk into, having come home for something to eat.

"Hi Twilight," Sunset said as she pulled herself out of bed thankful for the distraction. She needed to use the bedroom and then get something to drink. She could drink any of her three lover's breast milk but that would just lead to more sex.

"Getting it on early," Twilight ask.

"I'm going to the kitchen," Spike said use to this and went down stairs.

"I'm joining you," Sunset said as she reaches the stairs and stop next to Twilight. "Twilight heal me."

"Ok," Twilight said casting a healing spell on Sunset fixing her sore body. Sunset said that in the pony world she remembers only those who speical talent is healing could use healing magic. Which her mom did said it was true but she had the magic schools resreach healing magic... To help heal ponies who didn't know their limits.

"Thanks," Sunset said heading down.

"Wait I need your help," Twilight said.

"After I get something to drink," Sunset said.

"Ok," Twilight said before she was grabbed by Bon Bon and toss onto the bed. Moondancer quickly shoves her cock into Twilights mouth and Octavia shoves her own cock into her pussy, followed by Bon Bon taking her ass. Twilight with three massive cocks filling her could only moan as she gets into it.

!

Sometime later -

Twilight now with a full stomach and her 3 lovers deciding to take a break joined Sunset and Spike downstairs. They had lunch as without Sunset's scent fueling them Octavia, Moondancer, and Bon Bon are very hungry and thirsty. As they ate they couldn't help but look at the meal Sunset is eating, scramble eggs with cheese and onions. Which Spike is also eating as he is besides Sunset is the only one in Ponyvile that eats meat. Which they also eat eggs but only in bake goods as eggs are made with it. But never just eggs alone. Sunset living in the human world learned how to cooks egg dishes which Spike is the only one who eats them besides herself.

"Alright what do you wants?" Sunset ask Twilight.

"Princess Celesita gave me two tickets for the Grand Galloping Gala and all five of my friends all want to come with me," Twilight said explaining what happen.

"Why did mom sent you only two tickets? Besides you're apart of my royal harem so all of you get in with or without a ticket," Sunset said.

"Really?" All the ponies in the room with her ask who are very excited at the news.

"Yes but t I have no idea why you all want to go. I have been to it and it's just a high class party that is for me is just boring. The last time I went with mom all, I did was stand with her at the front door and watch her greet stuck up nobles all night. By the time she was done greeting the guest the party was winding down," Sunset said.

"Really?" Moondancer ask.

"Yes the Gala is just a big upper class party where nobles greet each other and make power plays among each other. Mom only goes along with the party because it's part of her being a ruler that she has to do," Sunset said.

"So what do..., Twilight ask but stop when she saw Sunset grabbing a pen and began writing a note and gave it to Spike.

"Send this to mom," Sunset said to him.

"Sure," Spike said bursting it into flames. Then a minute past before three more tickets suddenly appeared when Spike burped along with a letter.

"Here are four more tickets and Twilight if you needed more tickets you just needed to ask. And yes being part of the Royal Herd lets you all go to the Gala without tickets as long as you come with Sunset," Sunset said reading the letter.

"That's great!" Twilight said taking the tickets and running out the front door.

"If you know that the Gala isn't that much fun why are you giving them tickets?" Bon Bon ask.

"To see it for themselves," Sunset said. "Besides they would have just bug Twilight all day till she gives one of them a ticket."

"Really?" Octavia ask.

"The only reason why they didn't burst into the house is because the force field is up," Sunset said.

"You do know this is a liberty right?" Bon Bon said.

"And they're welcome to come in when it's open," Sunset said having posted a sign in the front showing when the liberty is open for the public.

"I still don't know why you had your mother put that force field spell up," Moondancer said.

"So that if the ponies are in lust mode and won't stop for anything. I can hide here till mom comes to save me," Sunset said. "You three sex drives were out of control once you all smelled my scent."

"Well you had sex with all the others more then us," Bon Bon said before eyeing Sunset. "Which reminds me we still have the whole day ahead with just us."

"Let me eat and rest first. I don't want to have sex with a full stomach," Sunset said.

"Why?" Octavia ask.

"Well the last time that happen. I filled her stomach with my cum just after she ate and she threw up on most of us," Bon Bon said.

"Which is why we waited an hour after we ate breakfast before we had sex," Moondance said as being threw up on killed the mood for sex.

"And, I need the rest," Sunset said wondering how her life became one filled with sex hungry ponies with giant cocks.

!

Author's Notes -

1 - Sunset is very aware of the fact that the ponies are bigger and stronger then she is. The only thing that is stopping them from just grabbing her and fucking her is what Celestia would do to them if they harm her.

2 - The ponies in cannon all seem to gather around any princess thinking they have all the answers.

!


	10. Chapter 10

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Sunset woke up once again buried in a pile of bodies made up of her herd mates. She look down and saw she's using Lyra and Vinyl as her bed this time, as they lay side by side. With her being the smallest she has to be careful not to be smothered by her larger bed mates... again. Which all of the girls know that Sunset needs to sleep on one of them or if one of them rolls over on top of her, ends with said mare screaming in pain in the middle of the night as Sunset bites down on what body part is pressing against her mouth. Which Derpy learn by having her cock being bite down on when she rolled over with her groin pressing down on Sunset's face.

Getting herself out of the pile of bodies, Sunset headed for the bathroom to wash up. She is still sore from last night's orgy. Which is a common thing that she wishes that isn't. She tried to setup a rotation but that went no where as once ponies are in a herd they naturally just group together to have an orgy. And while they do take turns and if some of them had things they needed to do like going to work or something like that, she would only have to deal with just a few of her horny herd mates. But when like last night when all of them are free they would just have an orgy with her the center piece and it's taking it's toll on her body. Which is why she place her foot down so that she have some days where she doesn't have sex at all so she can recover. Like today where she wouldn't have sex at all, which is why the girls all piled on her last night as it would be 3 days till she will have sex with them again.

"Sunset?" her mother's voice called out.

"Mom?" Sunset said going over to the new phone. Which is a dial phone that looks like one of the cord phones but the top part has a small crystal orb on top of it.

After she had explained what a phone is when she was telling her herd about the human world, gave Twilight and Moondancer ideas. They created a magic powered phone that not only allows long distant commutation but also display the image of the person who is calling and vice versus. She had both Moondancer and Twilight put a patent on their invention after revealing what they made. Now phones are appearing around Equestria and in the lands beyond, but of course the demand isn't that great yet and the phones are costly to make as it's more of a small cottage industry right now. (1)

"Morning Sunset," Celestia said as her image appeared on the crystal.

"How are you?" Molestia said as she appears pressing herself against her... sister? Sunset still doesn't know what to make of that as many of the ponies who now are being ruled by 4 princesses. She just calls them her moms and aunts.

"Doing fine," Sunset said. "What's up?"

"We have been talking and seeing how that you're the governess of Ponyvile now, you need to start ruling so that you'll be ready to rule. We already called the Mayor and told her that while she still runs Ponyvile. She answers to you and you can overrule her decisions, but please don't use it unless you have to. We only do that rarely, to solve small problems before it becomes bigger," Celestia said.

"And you can deal out punishments if the mayor won't. I like having the one being punish being put into stocks and be used as the town's cum dump," Molestia said.

"MOM!" Sunset said blushing.

"Molestia," Celestia said glaring at her counterpart.

"As if you never did that before," Molestia said.

"Yes but, I don't do that unless the one who does it earns it," Celestia said.

"And don't forget leading the gangbang and the times you and some guards all see how many cocks the mare can have stuff into her before she starts bleeding," Molestia said.

"Mom?" Sunset ask.

"I did that when a noble was caught with sex slaves," Celestia said.

"I would figure that with a free love lifestyle that there wouldn't be use for sex slaves," Sunset said.

"There are those who have tastes that is taboo here," Celestia said.

"Bondage is one thing but what that noble was into was just sick. The mare that was being held was completely broken and never recovered from what that noble did to her," Molestia said. (2)

"I won't ask," Sunset said.

"Some things are just best left unsaid," Celestia said.

"What happen to the noble?" Sunset ask.

"She was used as the castle cum dump till she died," Molestia said.

"You don't just put someone to death?" Sunset ask.

"Sometimes. But for mares like that it serves as a warning to others what happens to those who think they're above the law. Before she died she was used by all the guards and servants in the castle in full view of all the other nobles at any event," Celestia said.

"I see," Sunset said wondering if she would see anything like that at the upcoming party.

"There's also another matter. There's going to be some royal business that you'll be attending in Canterlot in a couple of weeks. Princess Cadance will be coming and it be nice for you to meet her again," Celestia said.

"Yes mom," Sunset said as it would be nice being with her moms again.

"Talk with you soon," Molestia said hanging up.

"Was that the princesses?" Twilight gasp as she pulled herself out of bed and waking up the others.

"Yes it was my moms," Sunset said.

"Did she had something important to tell me?" Twilight said a bundle of nerves.

"No it's just for me," Sunset said.

"Are you sure?" Twilight ask again.

"Yes. Moms just wanted to talk with me and tell me some things," Sunset said still not use to Twilight having panic attacks when it comes to her moms.

"But what if she didn't like my last friendship report?" Twilight ask only for Sunset to bonk her on her nose. "HEY!"

"Enough with that! I still can't believe mom had you writing friendship reports," Sunset said before turning to her other herd mates watching her and Twilight. "Go and calm her down will you? I'm going to be in the tub."

Sunset walk off to the bathroom and Twilight suddenly found herself floating as Lemon Hearts and Twinkleshine used their magic to lift her into the air and pulled her back into bed. Where she was quickly taken by her fellow herd mates to deal with their morning wood. Lemon Hearts and Twinkleshine quickly took her two lower holes with Lemon Hearts taking her pussy and Twinkleshine taking her butt followed by Derpy stuffing her cock in her mouth. The other mates group themselves around Twilight, pushing their penises inwards towards Twilight in the center of the morning orgy. Just a normal day for the royal herd of princess Sunset.

!

Later that day -

Sunset being in a mood to eat out sat at an outside table of a cafe. She's eating pancakes as most of the other meals are perfectly ok for ponies but she being human couldn't eat them. She noticed that the ponies of Ponyvile are uneasy around her as she openly eats meat, eggs but they're still meat. She ask Bon Bon and she was told that Ponyvile doesn't have that many meat eating races visiting the town. While in Canterlot the ponies there are use to having meat eating races visit the city and some place serve meat dishes.

"The only ones who can eat meat in Ponyvile is me and Spike?" Sunset ask Bon Bon. She and the others are waiting for their orders.

"Ponyvile just doesn't have that many visitors from other races," Bon Bon said.

"That explains why they're so jumpy and closed minded," Sunset said.

"What do you mean?" Twilight ask.

"Well in the human world while there are only humans they do think of themselves as different races because of their skin color, looks, and cultures. Like how Ponies have different tribes but all are the same specie. I learn from living in the human world that when one group lives alone for a long time that they become set in their ways and traditions. The country I was living in was the United States of America which had the tradition since it's foundation, for the next generation to brake old traditions keeping the ones that work for them and making new ones," Sunset said. (3)

"Really?" Twilight ask eyes sparkling.

"They just break old traditions and make new ones?" Minuette ask.

"Yes, mom has done that many times before," Sunset said causing her herd to blink.

"What?" all of them ask.

"Mom has lived over a 1000 years don't you think in all of that time she hasn't gone and change some old traditions because they didn't work anymore?" Sunset ask them.

"Like what?" Derpy ask.

"I promise mom, I wouldn't and spoil her fun," Sunset said.

"STAMPEDE!" Rainbow Dash shouted suddenly, warning everyone in ear shot which caused the ponies to start panicking.

"A what?" Sunset ask.

"Stampede!" Bon Bon answer her question as she lifts Sunset and place her on the harness on her back for protection.

"Hey...!" Pinkie Pie said as she was being vibrated by the stampede and was vibrating past the group. "This makes my voice sound silly!"

"Pinkie Pie, are you crazy?! Run!" Twilight shouted as she lifted her off of her feet and brought her over to the group for safety.

Sunset blink as the dust cloud came into view and she saw what was making all the trouble. A herd of very beautiful, extraordinarily top-heavy women, who rival her mothers and aunts breast sizes. The herd is made up of adults and teenagers, the adults are as big as her moms and aunts with bodies that are extremely curvy, with a big superbly shaped bottoms and proportionately wide hips, and breasts that are either as big as her moms at the smallest or even bigger. The teenagers on the other hand have slender but busty bodies that promised to grow as big as the adults once they're fully grown. There are also some younger cows, who are the shortest and youngest looking. Right now they're about the size of unicorns with some exceptions. And all of them are anthro cows, which besides their giant breasts, they all like the ponies have human and cow like features. For one, there are the cow horns on the top of their heads, about from about 2 inches to 8 inches long, sticking out of their hair. For another, their bare skins had a pattern of large patches of black, dark brown and white on it, rather reminiscent of a Holstein heifer. Somehow, it combined with their natural beauty to make them look exotically sexy, rather than bovine.

Sunset couldn't but help to look between their legs as they were running to see that they're all women. Which Sunset remember reading in one of her mom's books that cows are the females of the Minotaur race. One of the races who have different genders. Then she blinks as she remembers that in her world the cows could talk and lived on farms where they either work as farm hands or look after the other animals, while giving milk. Which would mean that if her guess is right, then the milk that she's been drinking or eating with her cereal comes... from...

"I guess, I shouldn't be that surprise," Sunset said to herself remembering how often she drinks milk from her mom or her herd mates. And she just has to get use to where some of the things come form, and she reminds herself she use to drink milk and eat things that are made from milk.

"Everypony calm down. There is no need to panic!" Mayor Mare shouted out.

"But Mayor, whatever shall we do?" Rarity ask.

"SSSSTTTTOOOOPPPP!" Sunset screamed out in into a megaphone that's being enhanced by one of Vinly's speakers that she always kept around for some reason. Causing all the cows and ponies to stop holding their ears, which compared to her human ears hear much better.

"SUNSET!" her herd shouted at her once she stop screaming. Everyone is glaring at her as their ears are ringing from her shouting.

"It stop the cows didn't it?" Sunset said pointing to the cows. "And seeing how everyone else are just too cowardly to do anything to help stop the stampede. I had to stop it without any damage to the town besides eardrums."

"HEY!" Rainbow Dash growled hovering in the air above Sunset.

"Don't act brave when you would had just stayed up in the air while the stampede destroyed the town," Sunset said before turning to the cows. "Why were you all stampeding?"

"Oh my! Begging your pardon but Mooriella here saw one of those nasty snakes," the lead cow said causing the other cows to be startled. "And it just gave us all the willies, don'tcha know."

"That's it? All of you panic and started running away and would had all but destroy the town... just because of of a snake?" Sunset said as she palms her face. "What would happen if you all saw a big spider?"

"SPIDER!" Pinkie Pie shouted causing all the ponies and cows to start panicking again and running around.

"ENOUGH ALREADY!" Sunset shouted this time turning the volume to full power. And like last time the ponies and cows all stop as they held their ears from the sound.

"That hurts," Pinkie said holding her ringing head.

"THEN DON'T START A PANIC YOU IDIOT!" Sunset shouted again, after she placed the speaker in front of Pinkie and giving her the full blast at point blank range.

"Sunset that's just mean," Octavia said rubbing her head as she stared at the curled up form of Pinkie holding her head from the ringing in her head.

"I know but seeing how dumb she is. It's the only way to get through her head is by causing her pain," Sunset said.

"Hey! Pinkie isn't like that," Rainbow Dash said.

"Pinkie hasn't tried throwing me any parties or try anything with me because of what my moms and aunts did to her. Remember after the whole showdown at the castle and she wanted to throw an orgy and wanted to butt fuck me. Which cause my moms and aunts to double team on her pussy and butt to the point she needed to be healed by magic because of what they did to her. And since then she hasn't bothered me in trying to throw an orgy party for me that, I don't want. And it's thanks to her remembering all the screaming pain my moms and aunts did to her when she out of nowhere wanted to butt fuck me," Sunset said.

"Oh yeah," Rainbow Dash said remembering who she's dealing with and if she upsets her too much she would have to deal with all four princesses going to town on her like Pinkie.

"Now for you.. what's your name?" Sunset ask the lead cow.

"Daisy Jo," the lead cow said. "And who might you be?"

"Princess Sunset daughter of princess Celestia and Molestia," Sunset answers.

"You're the daughter of the princess?" Daisy ask.

"What didn't you know? I have been living here for about 2 weeks now and word should have reached everyone living in Ponyvile," Sunset said.

"We don't live in Ponyvile we live in the big barn at the Apple farm," Daisy said.

"Wait you all live in a barn?" Sunset ask as there has to be at least around 40 cows or more.

"Yes they do," Applejack said walking up to the group with Winona her dog at her side. "They're the farm workers and they're suppose to be helping out with the looking after of the farm animals and not causing a panic."

"We'll head back," Daisy said leading the cows back to the farm.

"That don't get out much do that?" Sunset ask Applejack.

"Why should they they belong at the farm," Applejack said.

"Are you forcing them to stay on the farm?" Sunset ask.

"What business is it to you?" Applejack ask glaring at Sunset.

"I'm the acting governess of the Ponyvile and the lands around it. My moms told me that I'm the one in charge of things around here," Sunset said glaring back.

"What?" Applejack ask in shock.

"Yes the princesses sent me a letter and called me to inform me that I answer to princess Sunset. She's the one who is charge of things," Mayor Mare said.

"As heir I'm expected to rule one day and my moms are leaving me in charge of things around here in Ponyvile to have some hands on training," Sunset said. "So I asking again are you forcing them to stay on the farm?"

"No of course not," Applejack said fearful now. "They're the ones who make deliverers to town and other places."

"I see," Sunset said making a note of it for later.

"I better go then," Applejack said as she walks off with her dog.

"Twilight seeing how you love to study, I want you to do some research for me," Sunset said.

"In what?" Twilight ask.

"In the cultures of other races besides ponies," Sunset said.

!

A few days later -

Derpy flew with Sunset in her arms flying towards the Apple farm. Sunset has been reading the report that Twilight gave her and her talking with the few non-ponies who lived in Ponyvile which is mostly donkeys, goats, and a mule, numbering only an even dozen. Matilda one of the donkeys she talk to told her much about donkey culture, the goat couple Frank and Jill also told her much. Donkeys are like ponies having only one gender and are the size of Pegasuses but have more stamina then Earth Ponies being able to go long and harder. Which is why they're often found in construction jobs for the strength and being able to work long hours on end. Goats known for their ability to be sure footed on just about anything and often found working in high places and living on mountains and cliff sides. Sunset also learned that her scent doesn't effect other races like ponies, Matilda was effected her being a Donkey closely related to ponies. Which is where the lone Mule, Dolly came from with her mother being a pony who had sex with many donkeys before she became pregnant with her having no idea who the father is, which is very common. With the sex free lifestyle that ponies live by and that they often live in herd with many willing lovers, it's hard to know who the father of the child is, which is why children in the herd are raised by all members.

Derpy landed at the cow barn which looks like barn next to the main house, but was made to be like bunker to house the cow herd. Sunset was set down after Derpy unstraps her from the harness that held Sunset to her front, like one used by sky drivers. Sunset had waited for most of the Apples to be away and Applejack being too busy trying to harvest all the ripe apples by herself. Which Sunset couldn't understand why if there's a whole work crew made up of cows, why isn't Applejack using them.

"Derpy is Applejack always been hardheaded?" Sunset ask.

"Yup pretty much from how long, I have known her," Derpy said.

"And what happen to her parents?" Sunset ask.

"They died in a fire," Derpy said.

"Oh," Sunset said as she peeks into the barn.

"Why are we doing this?" Derpy ask.

"A surprise visit on a farm is something in the human world is something the health service does time to time," Sunset said. "And seeing how, I'm the governess in charge of things around here. I'm seeing the living conditions of the cows living on the Apple farm."

"Really?" Derpy ask who likes learning what the human world is like.

"Would you want to eat food that comes from a place crawling with rats and bugs, or milk and eggs from sick farm animals?" Sunset ask.

"Good point," Derpy said.

"So let's go in and see how the cows live," Sunset said as she and Derpy enter the barn.

Behind them Applejack loaded a wagon filled with barrels of apples in them. She's been working her butt off to harvest all the apples by herself. And the lack of sleep with her overworking herself she could hardly think straight which is why she didn't notice the apple wagon rolling away and when she came back to load another barrel would find it gone and thought nothing of it. The wagon rolled down the road and slammed into the only door into the cow barn, trapping all inside.

Inside the cow barn Sunset saw it's a mix of a dorm and a milking room. There is a large bulk tank on one side of the room which has the milking machines and the other side are the rooms that the cows live in. There are several cows having their breasts pump for milk while others are working over the machines. The milking machine is like that of a milking machine for cows back in the human world but the part that suck the milk is like the breasts pumps for human women. The milk that is collected are poured into a milk churn from a nozzle attached to the bulk tank and place into the walk in cold room for storage.

"Princess Sunset?" Daisy Jo ask noticing the two entering the barn.

"Came by to make a health inspection," Sunset greeted her and the other cows.

"And, I'm here to help her," Derpy said.

"Health inspection?" Daisy Jo ask.

"Yes, I have decided to make a surprise health inspection on the Apple farm and see how they Apples are treating you cows," Sunset said.

"How the Apples treat us?" one of the younger cows ask.

"Yes, I have decided to go and see how other races living in Equestria and how they're treated. Seeing how, I'm a human but born as a pony, and lived in another world trying to fit in. I can better related to others who aren't ponies," Sunset said.

"Really?" Derpy ask.

"Griffins, dragons, Diamond Dogs, and others are either like me who can eat both plants and meat, while others can only eat meat or they will die. Ponies from, I have seen are tense when they see either me or Spike eating any kind of meat which is just eggs," Sunset said.

"Well we're not that comfortable with meat eaters," one of the cows said.

"What do they hunt down and eat other races?" Sunset ask.

"Not that, I'm aware of, but every now and then some griffins come and take some of the pigs when there are too many around," Daisy Jo said.

"Well from what, I remember the griffins take the extra pigs for food as there's only so much room on a farm. Most of Equestria exports are food produce which includes pigs or as work animals," Sunset said as in this world pigs are used as pack animals or work animals and some of the larger ones are used as guard pigs. (4)

"I know but it's sad to see them go to be food," one of the young cows said.

"It could be worse you know. Think of what it would be like if plants could talk," Sunset said.

"Good point," one of the cows said.

"Alright now to get down on the inspection," Sunset said.

!

Elsewhere on the farm -

Twilight was wondering what's up with Applejack as she hasn't seen Applejack for days. She asked her sisters when she saw them in town and they told her she's busy at the farm trying to harvest all the apples by herself. With her being free for the day she decided to see if Applejack needed any help. And when she got to the farm she saw said pony kicking a apple tree causing it to shake and the ripe fruit to fall. From where Twilight was standing she saw the farmer is tried and weak, barely able to stand on her feet.

"Whoops," Applejack said almost falling on her face and lean against a tree falling asleep.

"Hey Applejack!" Twilight said walking up to the sleeping pony.

Applejack continue to snore.

"Applejack!" Twilight shouted again getting closer.

Applejack continue to snore.

"Applejack. APPPLEJACK!" Twilight shouted this time in her face.

Applejack blink waking up and sees Twilight standing in front of her. "Oh, howdy, Twilight."

"What is all this?" Twilight ask.

"It's Applebuck season," Applejack said.

"Apple what season?" Twilight ask.

"It's what the Apple family calls harvesting time. We gather all the apples from the trees so we can sell them," Applejack said.

"But why are you doing it all alone?" Twilight ask.

Cause Big Macy hurt herself and she's helping Applebloom with other stuff on the farm," Applejack said.

"What about all those relatives, I've met when I and the others first came to Ponyville? Can't they help?" Twilight ask.

Applejack let out a sigh. "They were just here for the Apple family reunion. They actually live all over Equestria and are busy harvesting' their own orchards. So, uh, I'm on my own. Which means, I should really get back to work. Ahem... hint hint? Get back to work?"

"Fine," Twilight said as she steps aside.

"Could you step aside, Twilight?" Applejack again who looks like she would just fall over.

"I just did. Applejack, you don't look so good," Twilight said.

"Eh, don't any of you three worry none, I'm just fine and dandy. Whoa," Applejack said.

"Do you... want some help?" Twilight ask.

"Help? No way, no how," Applejack snaps.

"But there's no way you can do it all on your own," Twilight said.

"Is that a challenge?" Applejack ask glaring at her.

"Uhm... no?" Twilight said.

"Well, I'm gonna prove to you that I can do it! Now if you'll excuse me, I've got apples to buck before I have to go into town and help our friends," Applejack growled going back to work.

!

Inside the cow barn late in the evening -

Sunset talk with the cows for hours as she and Derpy walk around the barn talking with each of the cows. Daisy Jo is the lead cow and has a daughter who is a smaller version of her, name Samantha. The Apple farm was what started settlement that would become Ponyvile and Granny was there to see it making her very old. Thinking about it Granny still looks good for a pony her age as in human terms she would place her age around 60 or 70 but has no sex drive anymore. Which happens to all the hyper sexed races once they hit a certain age, which is shown when their body start shrinking like humans, losing body mass once they get old. Sunset did ask what happens to all the old cows who no longer can give milk and was told that they move back to the Minotaur held lands to live their remaining days or stayed.

The cows are paid for their milk or the work they do around the farm and they keep in the local bank. The minotaurs the cows male counterparts do the same with the work they do. They use the money they earn to live off of when they're old or set themselves up in Equestria. The cows have a breeding season which they're only fertile once every 5 years and in a herd like this they would make sure they all time it so they would all have children at once. The male children would live with their mother till they're around 10 and go to live with their fathers, while the females stay with their mothers. Which is why there isn't any boys in the herd as a few months ago the young ones turn 10. Sunset was surprise that the younger girls who are 10 are just as tall as her and have mature figures. Which Derpy said that Applebloom who Sunset thought was a teen is only 10. Sunset had to remember that after the age of 10 in her world ponies matured fast and many start living on their own and running their own businesses.

Learning all that she could Sunset ended the interview seeing that the other races have the same rights as the ponies. But she is going to be talking with her moms about the issue. And she is also going to have to bring up the issue about how ponies are uneasy around meat eaters. She had watched Zootopia as it reminded her of home while she was still in the human world and she couldn't help but wonder how meat eaters are treated in Equestria.

That's when she discovered that the only door in the barn is block by something heavy and the big barn doors are lock from the outside. The windows are too high up and too small for even someone of her size to squeeze through. All the cows told her that there are only two doors out of the building and till the Apples come around to let them out, they're all stuck in the barn.

"I'm going to make sure that the Apples put another door in the barn so that it won't be a death trap in case of fire," Sunset said.

"We always could just break through the walls," Samantha said.

"Then that means we will have a big hole in our home," Daisy Jo said.

"I wouldn't want to have you having to damage your home just for a way out," Sunset said.

"And sooner or later the girls will be wondering where you gotten to and come looking for you. You do have that tracker spell on you," Derpy said.

"Yes," Sunset said looking at the bracelet she's wearing that has the tracking spell among others on it. It's just one of the many things that her moms gave her so that they would be able to... Sunset press down on the ring she's wearing, pressing down on the green gemstone activating the spell. "Oh yeah I remember I have this."

"What does it do?" Derpy ask.

A flash of light appeared as Celestia and Molestia appeared.

"Sunset!" they shouted as they grab her hugging her between them.

"It summons you moms?" Derpy ask.

"It sends out a signal to call for help but they didn't tell me it would call them," Sunset said poking her head out from between her moms.

"Who better to call to save you," Celestia said.

"And we will always come," Molestia adds. She and Celestia shared their memories before they were split into two and both see Sunset as their daughter, with them very protective of her.

"We just need a way out. We got trap in this fire death trap and couldn't get out without making a big hole in the wall," Sunset said.

"Trap?" Celestia ask.

"In a fire death trap?" Molestia ask.

Both of them look around to find themselves in a cow barn with said cows all around them.

"We're on the Apple farm and there are only two ways out. I'm going to be making the Apples putting another exit on the barn or I'll be putting a big fine on the farm for lack of safety. As governess I can do that when there's a cause right?" Sunset ask.

"Yes this barn does need more then one way out for the cows living in here," Celestia said.

"How long have you been here?" Molestia ask.

"Almost all day thanks to whatever is blocking the door," Derpy answers.

"Why would it take the Apples all day from finding out that the cows have been trap in the barn all day?" Celestia ask.

The door open with Twilight walking in with Applebloom behind her. Both of whom froze when they saw both princesses of the sun in the cow barn with Derpy and Sunset. Both of them went to get help from the cows after Applejack finally broke down and beg for help after she discovered that all of her hard work only resulted in half of the trees harvested. Only after she had work herself half to death and lack of sleep caused her to send Rainbow Dash flying into Golden Oaks where Twilight was reading at the time, cause most of Ponyvile to get food poisoning, and finally caused rabbits to stampede into Ponyvile.

"Finally someone came to check on the cows. So what happen while we were stuck in here and why no one came around all day?" Sunset ask.

"Well...," Twilight began besides herself as both of Sunset's moms are staring at her wanting answers as well.

!

A few days later -

Sunset stood on balcony of the town hall as she watched Applejack being punished by the ponies she either make sick with the bake bads that only Spike likes, or caused damage to their gardens by bunnies. Sunset did get the Apple to install two other exists on the cow barn so that the barn won't be a fire death trap. Twilight friends and the rest of the herd along with the cows all harvested the apples, which Sunset made sure that Applejack realized that if it wasn't for her pride, none of the problems that happen cause of her wouldn't had happen.

Which came with her being punished as she is in the center of the town hall, having been strip naked and escorted by two guards into the very center of the room. Applejack eyes darted around as she is surrounded by the ponies she harmed along with those who wanted a piece of the action. The punishment is Applejack being used by all the ponies till they're all satisfied with their lush. Sunset knew she shouldn't had been that surprise what the punishment Applejack would face with the sex free world she found herself living in. The two guards both uncorked large bottles of body oil and poured it all over Applejack, covering her in the sweet smelling oil. And the ponies once the smell hit them swarm in and piled onto Applejack along with the two guards overcome by the scent of the oil.

From the balcony, Sunset could see only small parts of Applejack as the other ponies started to assume various strategic positions around her. She watched for a moment as an orange shin and ankle protruded from the mass of bodies as one of the ponies slithered her hips brutally between Applejack's legs. Sunset then smiled as she heard Applejack's screams turn to gasping grunts and one of the ponies at her head smile a relaxed, pleased smile.

"After this Applejack shouldn't be that prideful," Sunset said.

She remembered the look on Applejack's face when she told her that she is going to have to face punishment for all the damage she had done to Ponyvile. Which is being brutally gangbang by everyone after Sunset look up what punishments she could give out with the help of her moms and aunts. She also had Applejack covered in body oil that is made with her sweat, that caused her to smell like her. Which caused the ponies to become overcome by lust. The oil is something that her mom Molestia made... and Sunset didn't want to know why.

"Better go," Sunset said leaving before any of the ponies get any ideas with her. Leaving Applejack to serve her punishment from the ponies she had harmed.

Applejack's lips slid over a long, sweaty cock as the organ pumped itself down her gasping throat. Wincing and moaning in defiance, Applejack could only close her eyes and purse her lips lightly around the dick like a little kid hating to eat something. The mare's balls slammed into her upside-down face, slapping ripples of smelly, sweaty flesh against her eyes making her wonder if she would end up with black eyes from the slapping.

Hands were everywhere. Her swollen, throbbing breasts ached even more as four of five hands grabbed, groped and mauled them

relentlessly. Then, like animals on a mad feeding frenzy, the mares took turns hunkering down on each gland and suckling them like ferocious animals. Her grand breasts were mashed and squeezed together as they were fed upon by the sex hungry mares, swirling and sloshing about as they yanked, bit and stretched her already badly abused nipples. All of them wanting to see if there's any milk still in her breasts that haven't already been sucked dry.

Her hips shot up and around in chaotic futility as the first of many mares completed her 17 inch trek and pressed her hips deep into her crotch. So maddened and feverish with sexual desire, the mare began pumping and slamming herself deep into her at a savage pace. Her thrust grew quicker and her organ impaled her deeply again and again sending waves of horrid, sexual sensation through her hips. Then she surged, digging her fingers deep into her plump ass. With a loud, gasping cry the mare exploded inside Applejack, barraging her with the first of dozens of seedling salvos that filled her cut. Followed by the one face fucking her filling her belly.

Applejack didn't mind the hard fucking but she wasn't in control or had any say in the matter. She came dozens of times already and looking upwards at all the lust filled faces of mares around her. Which she look at the mare who has been jack hammering her to see it's Rainbow Dash and the one who had been face fucking her is Pinkie. She knows this isn't going to be over till everyone in town hall had their way with her. Her vision became block as mares around her piled on her again.

!

The big butt of Applejack surged from the pile of mares, laying exposed and unhampered as it soared upward. A pair of strong hands from behind clasped down around each buttock and captured the escaping derriere like a free bird being netted. Thumbs with the strength to wield a sledge hammer, crush a can or grip construction metal, forced themselves between her cheeks and pried her fatty masses apart. The penis long, thick and deadly, lunged forward and pierced the pert curled target before it. The motherly hips rolled and soared, bucking and struggling but hands from below lashed upward and clamped down on her jiggling cheeks. The mare leaned in and forced the shaft deeper as she pressured her hips downward. Swaying, rolling and thrusting, her hips shifted, then fell. Her body collapsed back into the pile and disappeared.

!

With a cry of disgust as she is so full already, Applejack spit out the creamy offerings of the penis as it exploded. The cock left her mouth and the streams of white cum spewed across her already stained face and neck as the mare did all she could to cover her in humiliation. With a large, forceful hand, she grabbed the top of her head by her mane and slammed the still pumping organ deep down her throat. At first she moaned and whimpered. Then her Adam's apple started shifting as she took in her spunk.

!

The mare hips slowly came to a slow rhythm as she slid her shaft deep inside Applejack. The fur around her vagina was dripping wet with lubricant and cum and her load only added more to the devastation. Her hips drew back and she watched as her organ swelled and pumped its fertilizing payload. She then backed away and let her deflated member dribble across her thigh leaving sticky streams of cum on her leg. Her hips moved aside and a new, feverish set moved into place with an impatient, stone hard penis ready to fulfill its purpose. With aim, the rod plunged its way deep into Applejack and once again the blonde was pumped upward against her will.

!

The giant, fatty breasts splashed and slammed together forming massive canyons of squeezed, mashed and stretched flesh. Wet, slobbering lips suckled, nursed and pulled at her swollen, reddened nipples as her breasts were once again robbed of their precious milk. Hands clamped down. Finger dug in. Like children with clay the mares around Applejack molested her with violent abandonment. With monstrous pressure, her tits were squeezed tightly together and another bloated penis forced its way through her mammary canyon of flesh to rock back and forth over her chest. Then, with an explosion of creamy humiliation, her chest and breasts were once again wetted with discharge.

!

Applejack's powerful and massive 19 inch cock pop out from between body parts, surging upwards into the air. Where it was exposed in the open air for a few seconds before suckling lips and licking tongues covered it. The lips and tongues caused the penis to shoot up in the air jet's of cum. The hot cum splash like rain on the mares around it making them giggle. Then a set of hip hovered over the still dripping penis, lining the pussy with it. Then in one motion the mare the pussy is attached to slammed down on the penis in one go. And once more the penis disappeared in the mass of mares.

!

The next day -

Sunset came into town hall and look down on the scene below her from the balcony. Inside was a titanic mess, though no serious damage. Some broken furniture, but mostly food and drink containers scattered around the room, a couple broken chairs, and quarts of thick, coagulated cum drooling down and pooling… everywhere. Many mares are sleeping in piles and like the room covered in sex juices. She spotted her herd mates scattered around the room, leaving her alone for the night. Well that was till her moms teleported her to the castle so she could spend the night with them.

Sunset spotted Applejack was carelessly draped over a table, her magnificent buttocks, full and round and ever so firmly plump, seemingly jumping up into Sunset's face. She was naked, still, looking to Sunset like some glazed sugar coated sweet meat pastry. Seeing that Applejack was breathing somewhat normally, her eyes automatically drifted to Applejack's bottom. Then Sunset stared for a long, long time at the mare's still semen drenched, glossy buttloaves, Sunset's belly starting to intensely thrill most erotically from the innocently torrid sight of those asscheeks in full display.

Sunset shakes her head as she knows if she place her face between those cum covered cheeks to lick them clean. She was just asking for the ponies still in the room to gangbang her as they did with Applejack. Sunset waves for the ponies behind to enter and ponies in full hazmat cleaning gear came in, two of them are dragging in water hoses to wash down the room and ponies. With the room soak in the smell of sex, without the hazmat gear the cleaning crew of ponies would be overwhelm and be put into lust mode. Sunset left leaving the ponies to clean up and headed home to call her mom Molestia and ask her about not making the sex oil as powerful as she made the ones used on Applejack.

!

Author's Notes -

1 - Phones when they first came out were a expensive luxury item. That only businesses and government offices would have.

2 - Even in a free love world there would still be some things that are taboo. As there's are some things that are where you go to a hardware store for things that some are into like in that movie where that guy is into bondage. Then there's things that are just sick.

3 - That's one tradition that many Americans proudly follow even if they don't know it. As the newer generations break the old mind set that the older one follows. Since there isn't layers of history and culture to fall back upon, Americans just make up new ones that can be rebuilt or taken down and replace if that doesn't work for the next generation. Like how in many places now, the younger generation have no problems with people who are gay.

4 - Pigs replace the horses and oxen of the human world as the animal work force. And some of the are used as guard pigs.

!


	11. Chapter 11

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Sunset was tried from all the paperwork she's been doing as the governess of Ponyvile. She's been reviewing the farm outputs, financial reports and the cost for repairs to the town from what Applejack did a week ago. The damages to the town was just what the ponies cause on their own when they panic and the plants around Ponyvile. She is having Applejack doing the replanting around the town after she fully recovers from the epic gangbang she went through with most of the ponies of Pnyvile all having sex with her. Which is a common punishment for ponies who cause wide spread damage like Applejack did. She is still recovering because Sunset isn't allowing the doctors to use their magic on her but to allow her to recover on her own. As she wouldn't learn her lesson in not letting her pride get the better of her.

Speaking of which because of the gangbang and her mother Molestia using that special body oil which used Sunset's own sweat in it. Cause all the ponies including her herd to fuck Applejack till they were completely spent. Which is why none of her herd were interested in having sex with her for a couple of days afterwards, with it being about 5 days for all of them to recover with some of them recovering faster then others. Sunset learn that both her moms and aunts have been using the oil when they have sex, watered down so it wouldn't be as strong as the one used on Applejack. Molestia had used Applejack as a test subject to see how well the oil works. She also told her she and the rest of the family are working on something for her.

Shaking off what kind of gift her moms and aunts are going to give her, Sunset walk into the kitchen to get something to eat when she found Twilight and Pinkie Pie inside.

"So Pinkie Pie, are you sure that this friend of Rainbow Dash is really so mean?" Twilight ask Pinkie.

"Um, yeah. She keeps stealing Rainbow Dash away, she pops my balloons, and she told me to buzz off. I've never met a griffon this mean. Well, actually, I've never met a griffon at all, but I bet if I had, she wouldn't have been as mean and grumpy as Gilda," Pinkie said.

"You know what I think, Pinkie Pie," Twilight said.

"Hmm?" Pinkie ask.

"Well, I think... you're jealous," Twilight said.

"Jealous?" Pinkie ask.

"Well, yes. Jealous. Listen Pinkie, I don't want to upset you, but just because Rainbow Dash has another friend doesn't make Gilda a grump. I mean, perhaps it's you, Pinkie, who needs to improve her attitude," Twilight said.

"Improve my attitude? But I... D... B.. It's Gilda that... D... Are you seri...," Pinkie said before letting out a scream of frustration.

Which was cut off as Sunset stuffs a muffin into her mouth stopping her screaming.

"Stuff it!" Sunset snaps at her.

"Sunset!" Twilight shouted out.

"What?" Sunset ask.

"Pinkie could...," Twilight began only to stop seeing the muffin gone and Pinkie chewing it down. "Never mind."

"Thanks for the muffin," Pinkie said.

"I did it to stop you screaming. And from what, I heard you been bugging Gilda all day trying to get between her and Rainbow Dash. Seeing that she's a griffin she wouldn't had seen Dash for years and wants to spend some alone time with her. Which you being the dumb one can't figure out on your own," Sunset said.

"I'm not dumb!" Pinkie cried out. "I was just trying to be nice."

"And after the first time you should had gotten the point that Gilda wanted to be left alone. Besides with her being a griffin what's normal for her culture might just make her look mean to you. Then again with you being so dense, I would think it would be you screaming your head off in pain like when my moms and aunts double stuff your ass and cunt all at once for you to finally get the idea across your head about anything that doesn't fit into your mindset. Not everyone likes parties or sex parties, and not everyone likes having you around," Sunset said.

"Come on who...," Pinkie began to say but was cut off by Sunset.

"Finish that dumb question and I'm going to ask my moms and aunts if they can't all fit in you when they're using their full size," Sunset said flatly staring at her.

"Oh... right," Pinkie said shivering in fear and lust remembering what the princesses did to her.

Pinkie remember waking up after passing out yet again. The 4 princesses had been wrecking her pussy and ass by double teaming each hole, switching holes and who they're double stuffing with. The pain and pleasure was too much and she fell unconscious over and over, only to be almost immediate woken back up by the 4 tree trunk sized cocks being drilled into her holes. The four princesses had what seemed like infinite stamina, and made her wonder if their cocks would ever go soft. Even after she made them cum, they never lost any energy and never let up. And when they finally filled her to the point that the cum that she was already lugging around exploded out of her, from her ass, nose, pussy and mouth. Then she saw it. They all grew their cocks to their real size, well over 20 inches and so thick, she learn that the sun princesses both have cocks around 25 inches while the moon princesses have 26 inches. They paired off with either Rainbow Dash or Applejack between them, with the same energy they been using on her. Which made her realize if the princesses had used their real sizes on her, she would be completely be broken by them.

"Sunset don't do that," Twilight said.

"You know very well how dense she is," Sunset said.

"Well...," Twilight began to say not knowing how to continue.

"I'm not!" Pinkie protested.

"Then why is it you only get things after you experience alot of pain before you understand something. You're the ditz of the group and while you're far from stupid where you cause harm to others around you because you're just that dumb. You're too hyperactive to actually use your head. In other words unless you feel pain while the idea someone is trying to get you to understand is given to you, you don't understand otherwise," Sunset said.

"What?" Twilight ask not understanding what she said.

"I dumb it down for her and using her logic to talk," Sunset said.

"I'm not...," Pinkie whined.

"You expect ponies to always like parties and don't mind you acting as you do to them. Sure here in Ponyvile ponies are use to you but you try it elsewhere and you're only going to met mean ponies, from your point of view but from theirs they're trying to get away from a crazy pony," Sunset said.

"I just want to have fun," Pinkie said sadly.

"Too bad it doesn't work," Sunset said. "Gilda wanted to spend time alone with her friend Rainbow and you wouldn't take no as a answer. It be like me getting in your way if you wanted to spend time with someone you haven't seen for years. But as long as it isn't about you, you don't care."

"I... better go and say sorry," Pinkie said walking off with her head low.

"When you see Gilda tell her that, I invite her to dinner. A meat dinner of eggs which me and Spike would be the only ones who eat meat in town. Unless you invite yourself over and eat a meat dish," Sunset said.

"Right," Pinkie said having seen an egg dish that Sunset made once from Spike. An egg sandwich which cause her lunch after she almost ate it, thinking it was something else.

"Sunset that's just mean," Twilight said.

"Yes but that's the only way she would listen," Sunset said. (1)

!

At Rainbow's House -

Pinkie Pie had taken a balloon to get to Rainbow Dash's home which is a cloud house high above Ponyvile along with other pegasuses who don't live down on the ground. She's been to Rainbow's house before and wore special magic shoes like snowshoes that allow her to walk on the clouds. When she's inside she wouldn't have to wear them, as the floor of cloud houses are solid like the ground. But when she enter the house finding the door unlock she found Gilda sitting on the couch with Rainbow Dash sitting on her lap with her cock buried deep inside of her.

From the amount of sweat that's covering them they have been going on it for a good while, with Gilda cumming inside Rainbow Dash while she's rubbing her own cock and spraying her cum into the air. Then they collapse on the couch with Gilda pulling her cock out of Dash and letting out a gallon of cum and giving Pinkie a good view of her cock. Gilda being a griffin body is that of a lioness with the built of of an earth pony, which reminds her of Big Mackie, with her being as big as she is but her fur is like that of a cat warm and soft. But also has the hands of a bird and feet of a lion, the eagle parts are only her head and wings covered in feathers. The things that bother Pinkie was Gilda's beak, how the heck does she kiss with that? Then Pinkie look down at Gilda's cock which she saw is barbed and looks like has a big ball near the base of the cock. And even with it soft she sees that it has to be massive when it's hard.

"Hey you forgot to lock the door," Gilda said said seeing Pinkie Pie standing there.

"I leave it open when, I having sex with someone. It's fun to have someone to join in. So Pinkie want me and Gilda to show you a good time?" Rainbow Dash ask. Her cock rehardens becoming it full size of 13 inches.

"She has been trying to get between me and you all day. Might as well so her what it's really like when she's between us," Gilda said with her cock hardening to its full size of 21 inches.

"Oh boy," Pinkie muttered scratching the back of her head seeing that Gilda's cock beats her 17 inches both in length and girth. She suddenly realized that at the sight of the nude couple, she was becoming aroused. Pinkie quickly turned away as her arousal was becoming evident in her loose pants, but not, however, before Gilda saw. Gilda quickly crept up to the pony and clutched her organ through her pants. Pinkie jump in surprise as Gilda pulled her back onto the couch.

Pinkie tried to stop Gilda as she massaged her through her pants, but eventually gave up as she began pulling off her shirt. Rainbow Dash crawled up behind Gilda and began massaging her breasts, her cock now rock hard and ready for another round of sex. Gilda finished pulling off Pinkie's shirt, still massaging her organ, which was now straining against the fabric of her pants. Gilda hastily slid off Pinkie's pants, leaving her exposed, as ponies don't normally bother to wear underwear. Pinkie studied the griffin's muscular, fur-covered body for a moment which she can feels is soft as a cats covering the powerful muscles beneath.

Rainbow lowered her head and took the tip of Pinkie's stiff rod into her mouth, softly running her tongue over the sensitive head. Gilda positioned herself under Pinkie plunging her beak into her pussy and began licking her moist pussy with her long and powerful tongue, evicting moans of pleasure from the pony. With griffins having only a beak, their tongues are used as teeth, with their tongues being long and powerful and sandpaper like. (2)

Rainbow slid more and more of Pinkie's long cock into her mouth massaging it with her tongue and causing the pony to lean back and moan in pleasure. Gilda glanced up in worry as Rainbow started to gag, Pinkie's shaft prodding the back of her throat. However, Rainbow soon began swallowing Pinkie's length, bringing her into new sensations as the muscles of her throat began constricting on her cock.

As Rainbow continued to deep-throat Pinkie, Gilda positioned her cock under Pinkie and slowly slid her penis into her tight cunt, causing Pinkie to moan with Rainbow still have her cock in her throat.

By now, most of Pinkie's entire 17 inch length had been completely swallowed as Rainbow continued blowing her. While below Gilda worked her cock into Pinkie's pussy wanting to get it all in including the knot at the base of her cock, which was a large bulge, evident in normal felines, which swelled to huge proportions at climax to lock her in her mate at orgasm until she completely softened. This, and the inch of cock below it, were then only parts of her cock not enveloped in Pinkie's pussy. With a strong buck of Gilda's shapely hips, the first row just barely pop in. The muscles in Pinkie's guts reflexively try to push the intruder out. When this happens, Gilda's barbs automatically spring out, stopping the inordinate cock from escaping. The rim of Gilda's tight pussy stretch but the barbs dig in excruciatingly. Thinks to the stationary barbs, Gilda is able to repeat this with the next two rows, which has the same effect. As she burrows deeper and deeper, Pinkie feeling her first griffin cock digging inside of her cause her to have flashbacks to her being taken by the princesses.

"Haaaa, the hard part is over! Now I can make this pony slut my bitch," Gilda said as she got all but her knot into Pinkie.

Gilda seizes Pinkie's hips and uses her like the cock sleeve Pinkie currently embodies. Gilda's extensive shaft drills into Pinkie deep and pulls back until it's stopped by the terrible barbs that drag along the walls of Pinkie's pussy. A bulge of the griffin's titanic cock pokes out Pinkie's stomach, cartoonishly displaying all the curves and crevices of the dick. On the inward thrusts, even the barbs are somewhat discernible through Pinkie's overly-stretched tummy. Pinkie let out a scream as she cums filling Rainbow's stomach with her thick cum.

"Now it's my turn," Rainbow said as she finish swallowing all of Pinkie's cum. She move behind Pinkie and lined her cock to her butt.

"Stuff you cock in there so, I can really get into this slut," Gilda said as she grabs Pinkie's butt cheeks and spread them wide.

"Just like back at school," Rainbow smirks remembering all the ponies she and Gilda left ruin after they were through with them.

Rainbow shoves her still juice up cock up Pinkie's butt, enjoying the feeling of Gilda's cock pressing against hers that she hasn't felt in years. Pinkie moaned and wiggled around a bit, savoring the feel of the two cocks inside of her. Rainbow and Gilda could both feel each others cocks through the thin wall of flesh separating Pinkie's vagina and anus. Pinkie moaned louder and rocked back and forth on the two friend's cocks.

Pinkie tried to lifted herself up until the only tip of Rainbow's considerably shorter cock was still in her, but Gilda's longer dick still deeply imbedded like the times when she had a longer cock inside of her, but thanks to Gilda's cock barbs she could even lift herself off Gilda. The two friends began thrusting into Pinkie like all the ponies that they had between them in school. Once Gilda's cock was in there's no way for the pony to pull themselves off of it.

"Time to lock ourselves into this cumbucket," Gilda said as she shoves her knot into Pinkie causing her to cry out in pain and pleasure.

"Now here's the best part," Rainbow said into Pinkie's ear.

"What?" Pinkie ask before her eyes widen. Gilda's knot enlarged to that of a baseball locking both her and Rainbow inside of Pinkie.

"Once Gilda's knot locks it's impossible for her or me once my cock is inside of them like up your butt, to pull out," Rainbow smiles.

"How long?" Pinkie ask.

"I hope you don't have anywhere to be for that next 5 to 6 hours. I took a sex drug that keeps me hard for hours and gave some to Rainbow too. We do get soft after cumming a few times but we quickly get hard again," Gilda explains.

"Oh boy," Pinkie said as they began fucking her.

Pinkie was forced to ride the tide as the two friends pushed up into her, working against each other, with one pulling, the other pushing and repeating the order in inverse. Each thrust filled the room with the meaty smack of flesh smacking flesh. Pinkie's pussy overflowed with her juices as she experienced the first of many orgasms, the flow spilling out and covering the cock and balls of Rainbow and Gilda fucking her. This of course caused their balls to wetly smack against the others balls, inspiring the two friends to increase the force of their blows even more. The end result had Pinkie's mouth open, unable to contain her pleasure anymore as she panted openly from the intense double stimulation from both her ass and pussy.

Through this both friends would shout out to the other, urging the other on. Rainbow who is fucking Pinkie's asshole cupped the girl's full breasts, squeezing the jiggling tit flesh with every thrust of her hips. As that happened, Gilda fucking her cock up into the pony's uterus grabbed a fistful of the pony's full ass cheeks, holding onto the girl, urging her faster down on her cock and spreading the cheeks even wider for the anal fucking pony.

It was a blur of activity, smacking flesh, splashing fluids, quivering sexes. As Pinkie felt the base of the cock of Gilda begin to expand even more she experienced another earth shaking orgasm. Her thighs quaked around the griffin underneath her, body shaking from intense pleasure. A flood of vaginal juices spewed from her twitching maidenhood, soaking the lap of the griffin and making a puddle of sex juices on the floor. Even as Gilda knot locked in pussy and Rainbow in her butt, Pinkie was experiencing another, much stronger orgasm. And then she was riding a tide of one intense orgasm after another as the two friends picked up their pace, their ability to thrust now much shorter now that Gilda knot was now at it's full size, but also much, much faster.

The rapid fire pace was working over her ass and pussy, causing her such intense pleasure that her vagina was experiencing one orgasm brought by her pussy being fucked, and one orgasm brought on by her ass being fucked, and then the process being repeated. In a matter of moments the world ceased to exist, the only sounds being Pinkie's pulse pounding her head, the only sights being white static before her eyes, and the only feelings being that of her ass and pussy being fucked by two huge, wonderful cocks.

Gilda and Rainbow didn't seem to mind, their attention solely focused on fucking the holy living hell out of the holes that they had chosen for their own. As their frantic pace reached a crescendo the girl could take no more and her eyes rolled into the back of her head. It was as darkness was creeping into her vision that she felt the first tidal wave of cum blast its way into her womb and colon, soon reaching such a volume that her stomach was forced to expand to make room for it. Her last thoughts before she lost consciousness were, so warm...

Then when she woke up she found herself still between Gilda and Rainbow who are now laying on their sides. Pinkie look around and saw she's in the bedroom. She tried to get up but to her shock she found that she's still stuck on Gilda's cock and Rainbow's cock is still deep in her butt.

"Look who finally woke up," Gilda said having waken up by Pinkie trying to pull herself off of her cock.

"We been fucking you since you passed out about 2 hours ago. And we decided to take a break and rest a bit," Rainbow said having woken up as well. "By the way why did you come by?"

"Yeah why?" Gilda ask.

"The reason, I came was to say sorry for spoiling your time with Rainbow and that Sunset invited you to dinner for an egg dish if you're interested," Pinkie said.

"Sunset? Egg dish?" Gilda ask looking at Rainbow.

"She's the governess of Ponyvile and is the princess's daughter and heir. And Sunset is a human and is one of the only two ponies in town that eats meat. The other being a dragon name Spike," Rainbow said.

"Oh well. All, I want to do is spending time with Rainbow and seeing how you wanted to join in even after, I told you to buzz off. Me and Rainbow will just have to break you like all of those girls back in school," Gilda said.

"Oh yeah, I remember that. We broke so many ponies and you know they're broken when they can't let go of our cocks," Rainbow said. "But she was already broken when the four princesses all double stuff her butt and pussy at the same time."

"It's hard for me to cum since then with any cock smaller then 18 inches," Pinkie said as the princesses had all but ruin her for anyone else but for the big girls. Or being gangbanged.

"Well then, lets see if we can't rebreak her," Gilda said as she started thrusting her hips followed by Rainbow joining in.

"I'm in," Rainbow said as she and Gilda once more fuck Pinkie's brains out.

The orgy continued well into the night and in the next morning where Gilda finally left in the afternoon to return home. Rainbow had to help Pinkie who couldn't move on her own after the fucking the two gave to her. It turned out that Gilda had been saving up her cum and energy for two weeks before coming over to visit Rainbow. Rainbow herself was worn out and would pass out with Pinkie after coming a few times before waking up and ready to do some more fucking. Pinkie help Twilight with her friendship report that sometimes when two friends haven't seen each other for a long time. It's best for them to spend some time alone and get to know each other again. And not get between them and get your brains fuck out of your head like Pinkie did.

!

Author's Notes -

1 - If Pinkie hadn't gone out of her way to get on the bad side of Gilda. The show might had been different and Gilda wouldn't had been in a bad mood.

2 - Seeing how griffins in the show are shown chewing their food instead of swallowing or taking bites out like real birds. In the fic it's the griffin's tongue that acts like teeth and are sandpaper like cats are.

!


	12. Chapter 12

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Outside of Golden Oaks Library Twilight is with Moondancer and Spike trying out new spells. She and Moondancer have been studying magic spells in the field of transformations to see if they can't help in turning Sunset back into a pony. The reason why Sunset hasn't been transform back into a pony was because of how hard it is for magic to even effect her. The only ones with enough power to effect her are her moms and aunts, Twilight could but only by channeling all the magics from the other unicorns in the herd. Which is mainly for healing spells to help Sunset recover from having sex with her herd as there's only so much her human body can handle.

"Come on, Twilight. You can do it!" Spike said as he has a small rock on his head and a stick as a cane.

"The spell will work," Moondancer said having researched it with Twilight.

"Okay, here goes," Twilight said casting the spell. And the rock transformed into a top hat, the stick into a cane and giving him a mustache.

"Ha ha! Ya did it! Growing magic, that's number twenty-five. Twenty-five different types of tricks and counting. And I think this is the best trick so far. Hello, Rarity. What's that? Aw, it's nothing, just my awesome mustache," Spike said.

"Sorry, Romeo. As attractive and enticing as you look, it's just for practice, and it's gotta go," Twilight said making the spell dispell.

"Wait! Aw, rats!" Spike said.

"And you're too young to have a mustache," Moondancer said.

"And you don't look that good with it," Sunset said as she walks out with Derpy and Vinyl.

"You can pull it off when you're older," Vinyl said.

"Derpy weren't you in town?" Moondancer ask.

"I was but came back to tell you all that there's a traveling performer in town," Derpy said.

"And, I could use a break," Sunset said. She is still working out all the paperwork for the Walmart like store she's planning on opening with the help of Filthy Rich.

"Me too," Vinyl said as she's been working on making a radio show after hearing about it from Sunset.

Vinyl wants Octavia to be her co-host and the only thing that's stopping it is that the radio that Twilight and Moondancer invented like they did with the phone, is still in the early stages. Sunset also pointed out that she can have businesses pay her to put ads on the show about their store or items on sale. Sunset even told her moms that the radio can be used to broadcast news and other important events live as they're happening. Vinyl since then has been converting the basement of the library as her radio station. Sunset said that radio would become a big hit once stores begin selling them. Entertainment is something that ponies have to go out to do or read a book. And while Sunset does enjoy reading she does miss being able to watch tv shows and listen to the radio. There are videogames but they are the arcade machines and are rare because of the cost in making one. (1)

"I guess we can go too," Moondancer said as Sunset always needs to be protected by at least two of her herd members at all times.

"Ok," Twilight said following the group into town after locking up the tree.

!

Awhile later -

"Twenty-five, Twilight. Twenty-five different kinds of tricks and counting. I thought unicorns were only supposed to have a little magic that matches their special talents!" Spike said walking with the group.

"True, for ponies whose talents are for things like cooking or singing or math. But what if a unicorn's special talent is magic?" Twilight ask Spike.

"Like you, Twilight, and you know a ton of magic," Spike said.

"Moondancer is also has her special talent in magic too," Vinyl said. "I can't use magic like either of them, unless it has to do with music."

"Wasn't your talent was magic too Sunset?" Derpy ask.

"Yes but, I can't use magic in human form," Sunset said. "Besides, I like how in the human world you don't have to depend on having a cutie mark to know what you're going to be when you're all grown up. I mean there has to be ponies out there who has a cutie mark that they never wanted. I'm just glad that ponies aren't force to work in jobs that fits with their special talent, even if they don't want to work in that job."

"Really?" Twilight ask.

"Just because you're talented in something doesn't mean you're the master of it," Sunset said. "If that was the case all unicorns with the special talent in magic would be on my moms and aunts level."

"Or on Starswirl level," Moondancer said.

"And there's also the fact that from what, I read from mom's old journals her special talent wasn't in magic. It was in mapping the stars and planets," Sunset said causing both Twilight and Moondancer to stare at her.

"WHAT?" both of them shouted out.

"Everyone just thought that her talent was in magic when it was in the study of the stars and other planets. She got so good with magic was because she studied and learn how to control magic better then the ones whose talents were in magic. Which is the reason why mom stop the old tradition in job placement in what a ponies talent is. Besides why you think her cape is covered in stars and moons?" Sunset ask.

"Wow that's a shocker," Vinyl said as she eyed both Twilight and Moondancer who are still trying to fit the new information into their heads.

"How much have you read in your moms old journals?" Derpy ask.

"I spent months in moms room after, I woke up and before she introduced me to Twilight. I had to pass the time somehow," Sunset said.

"Gangway! Coming through!" Snails shouted running past the group along with Snips.

"Augh! Snips, Snails! What's going on?" Spike ask.

"What haven't you heard?" Snails ask stopping with Snips.

"Whoa!" Spike ask.

"There's a new unicorn in town!" Snips said.

"Yeah! They say that she's got more magical powers than any other unicorn ever!" Snails said.

"Really?" Twilight ask.

"Must be the performer," Moondancer said.

"Aw, no way, that honor goes to Twilight here," Spike said.

"Where is this unicorn?" Sunset ask.

"Ho, she's in the town square. Come on!" Snails said.

"Yeah! Come on! Whooo!" Snips said.

At the town square the group found that there's a stage that has been setup with a blue unicorn with a white mane standing on it. She wore a matching purple magic hat and cape and dress in a purple tux. One of the things that Sunset spotted quickly was that her body matches Moondancers or even bigger. Her shirt barely held in check her huge breasts and Sunset could see the outline of her cock going down her leg inside the pants she wore.

"That looks like Trixie," Sunset said remembering both the human and unicorn. With the unicorn being her friend before she left the magic school.

"Come one, come all! Come and witness the amazing magic of the Great and Powerful Trixie!" Trixie shouted to the audience who ooh in response.

"Yup that's Trixie," Sunset said remembering her old friend.

"That's right she was with us at school," Moondancer said.

"Watch in awe as the Great and Powerful Trixie performs the most spectacular feats of magic ever witnessed by pony eyes!" Trixie said as she unleash fireworks around her.

"My, my, my! What boasting!" Rarity said who is in the crowd along with the other element bearers.

"Come on, nopony's as magical as Twi— Twi— Twi— Oh!" Spike said before seeing Rarity next to him and clears throat. "Hey, Rarity, I, uh— Mustache!"

"There's nothing wrong with being talented, is there?" Twilight ask her friends.

"Nothing at all, except when someone goes around showing it off like a school filly with fancy new ribbons," Applejack said.

"Like you when you wanted to show off that you could harvest all the apple trees without any help and you caused a huge mess in town. Which, I had you punished by you being the cum bucket for everyone in town who wanted in?" Sunset ask her.

"I...," Applejack shuts her mouth seeing Sunset and knowing what would happen to her if she upsets her. And she's sacred of Sunset after what she put her through.

"Just because one has the ability to perform lots of magic does not make one better than the rest of us," Rarity said.

"Especially when ya got me around being better than the rest of us," Rainbow Dash said laughing a bit. "Eh, I mean, yeah, uh, magic shmagic. Boo!"

"Well, well, well, it seems we have some neighsayers in the audience. Who is so ignorant as to challenge the magical ability of the Great and Powerful Trixie? Do they not know that they're in the presence of the most magical unicorn in all of Equestria?" Trixie said.

Rarity let out a raspberry. "Just who does she think she is?" she asked.

"Yeah! Since we all know that Twilight here is—," Spike began but was cut off.

"Spike! Shhh!" Twilight said.

"What? What's wrong?" Spike ask.

"You see the way they reacted to Trixie? I don't want anyone thinking I'm a show-off," Twilight said.

"So if you have friends like this why have enemies?" Sunset said causing many to look at her.

Rainbow Dash was going to say something to Sunset but she remembers who she's dealing with and what would happen to her if she did. So she turn her attention back to the stage. "So, "Great and Powerful Trixie". What makes you think you're so awesome, anyway?"

"Heh, why, only the Great and Powerful Trixie has magic strong enough to vanquish the dreaded ursa major!" Trixie shouted out as she created the image of a giant bear using fireworks causing the audience to be awe struck.

"What?" Snips ask.

"No way!" Snails said.

"When all hope was lost, the ponies of Hoofington had no one to turn to, but the Great and Powerful Trixie stepped in, and with her awesome magic, vanquished the ursa major and sent it back to its cave deep within the Everfree Forest!" Trixie said.

"Sweet!" both Snips and Snails said.

"That settles it," Snips said.

"Trixie truly is the most talented, the most magical, the most awesome unicorn in Ponyville," Snails said.

"No, in all of Equestria!" Snips adds.

"How do you know? You didn't see it! And besides, Twi—," Spike was saying before he was stop by Twilight with her hand on his mouth. "Mmph! M-mmph!"

Trixie let out a laugh. "It's true, my enthusiastic little admirers. Trixie is most certainly the best in Ponyville."

Sunset blinks as she hears crickets. She facepalms herself as she realize it's something that just happen in this world. Just like ponies breaking out in song and dance numbers. (2)

"Don't believe the Great and Powerful Trixie? [chuckles] Well then, I hereby challenge you, Ponyvillians. Anything you can do, I can do better. Any takers? Anyone? Hmm? Or is Trixie destined to be the greatest equine who has ever lived!?" Trixie shouted out as she unleash more fireworks in the air.

Spike removes Twilight's hand from his mouth. "Please! She's unbearable! Ya gotta show her! Ya just gotta!"

"There's no way I'm going to use my magic now, Spike. Especially since—," Twilight began to say but was cut off.

"Hmm, how about you?" Trixie ask pointing to Twilight. But then blinks as she stares at Moondancer who she remembers being a classmate of hers and then stares at Sunset. "I never seen your race before."

"It's me Trixie, Sunset Shimmer from magic school," Sunset said.

"Sunset? What happen to you?" Trixie ask blinking.

"Short story, I went to another world where everypony is a human which, I am right now. I came back and remain as a human and Princess Celestia is now my mom making me the royal heir. And, I'm the governess of Ponyvile and the surrounding area," Sunset explains before turning to Twilight and Moondancer. "And remember Twilight and Moondancer from school?"

"You're now the princess's daughter?" Trixie ask blinking.

"Yes," Sunset said. "We can catch up after your show."

"Alright as, I was saying is there anything anyone can do that the Great and Powerful Trixie can't in magic?" Trixie ask again.

"That's it! I can't stand for no more of this!" Applejack said as she got on the stage with some rope.

"You show her, AJ!" Spike shouted out as he and the others watched her do some rope tricks.

"BOO! SHE SAID MAGIC NOT ROPE TRICKS!" Sunset shouted out.

"I did say that. Rejected," Trixie said lifting Applejack into the air wrapping her rope around her and tosses her off stage. "Next."

"There's no need to go struttin' around and showin' off like that," Rainbow Dash said as she got on stage.

"Oh?" Trixie ask.

"That's my job!" Rainbow Dash said.

"NOT TO MENTION BEING TOO LAZY TO DO YOUR JOB!" Sunset shouted out. "YOU'RE PREFECT FOR THE WONDERBOLTS THEY'RE A WASTE OF MONEY LIKE YOU!"

"Hey!" Rainbow snaps at Sunset.

"TOSS HER OFF THE STAGE! SHE CAN'T DO MAGIC!" Sunset shouted out.

"She is the princess," Trixie said as she lifts Rainbow with her magic and tosses her off the stage like Applejack.

"Hey!" Rainbow said after landing on her butt and stared at Sunset.

"She's a stage performer and, I want to see a magic show not an air show," Sunset glaring back. "So unless you know magic tricks don't bother getting on the stage."

"Well, I can do magic," Rarity said walking to the stage but was stop by Sunset speaking up.

"If you're going to be doing magic that is just fashion don't bother getting up. I'm here for a magic show, not a fashion show," Sunset said.

"Ok," Rarity said not wanting to be on Sunset's bad side.

Sunset is a big customer to her store, as she goes to her for all of her clothe needs. Sunset always wears clothes even when she's inside from what her herd members have told her when they pick up some clothes for Sunset. The human style clothes have given Rarity ideas along with what Sunset calls a bra and panties. The underwear as Sunset calls them are what female humans wear and are like some of the other races females wear. She has been making bras for ponies who like herself like the extra support, not to mention how the sight of some of the bras she has already made are sexy. Something about Sunset wearing some of the underwear she has made for her made her herd mates more ready for sex. Which Sunset had her make plain ones for her, but many of the other ponies like the bras she makes. The panties can't really be worn because unlike Sunset and other races the panties aren't made for someone with cocks.

"Good now, I can watch the show," Sunset said as she watches Trixie begin her show.

!.

At the library -

After Trixie's show and collecting the bits that was given to her by the townponies who enjoyed her show, she park her wagon next to the library after she put away her stage. And is now sitting at the dinner table talking with Sunset, Twilight, and Moondancer learning about what happen to her. Which leads to her learning where Sunset had been living in another world of humans and when she came back she ended up staying human and trap in one of the castle's vaults. And what happen afterwards with the princess making Sunset her daughter among with what happen when her aunt Luna came back, ending up with Sunset having two moms and aunts.

"Now I'm living in Ponyvile while my moms and aunts work things out between them and without me caught in the middle. Both of my moms just fought over me and almost crush me between them when we went to bed. I do like sleeping on mom and using her breasts as pillows but now that there's two of them. I was trap between them and being smoother by their breasts," Sunset said as she does miss drinking her moms milk but with having to moms fighting over her, it was just easier to be away till they work things out between themselves.

"Using the princess as a bed... that must be nice," Trixie said having heard much about the princess and how skilled she is in bed.

"Mom is soft," Sunset said.

"The princess likes to cuddle Sunset when they sleep together," Twilight said.

"And is very protective of her," Moondancer said remembering the meeting she and the other herd members had with Sunset's moms and aunts. How they made it clear that as her herd members they are to protect her with their lives. The punishment for failing would be... most unpleasant.

"Are the rumors about your... moms... being sex goddesses true?" Trixie ask.

"The rumors of the princess being a sex goddess is everything and more," Vinyl said who came in with some blueberry pie. "Hey where did Derpy got off to?"

"She went home. She unlike the rest of us already has two daughters," Sunset said. "How old is Derpy again?"

"She's about 40," Vinyl said rubbing her chin as she serves them a piece of pie. "She's a very lucky pony to be able to have two fillies at a young age. My mom was 80 when she had me." (3)

"Yeah it's lucky," Sunset said.

Her moms and aunts have been all but press ganging magic schools all over Equestria into finding a way to transform her into a pony. Not to mention sending out letters to other country's magic schools for anything that they could do. They're pushing for a spell to transform her into a pony, because she had revealed to her mother a few weeks before she met Twilight, that as a human she could only live between 80 to 100 years give or take. Ponies can live for hundreds of years depending on how well they take care of themselves, the average lifespan is around 600 with some being able to live longer. Sunset remembers how much her mother cried learning that if she didn't find a way to turn her into a pony she would age and die before her eyes.

"So Sunset what is it like being human?" Trixie ask.

"Well, I gotten use to it and it doesn't bother me anymore," Sunset said.

"She's just smaller and weaker then us, but she does smell good and when we have sex her scent cause us to get hard again after we cum. Her mom Molestia uses her sweat to make the new aphrodisiac oil that has been appearing in stores," Vinyl said.

"Wait you mean that new sex oil is made from your sweat?" Trixie ask blinking.

"Yes my mom is using my sweat as a key ingredient in the new sex oil. I'm glad that mom uses magic to collect it rather then me sweating it out into like a pan or something," Sunset said.

"You do smell good. How about we take this reunion to the bedroom?" Trixie said eyeing Sunset with lust. She stood up and strips off her clothes with a flash of magic leaving her naked.

Sunset couldn't help but stare at Trixie's body which is like Moondancer's but bigger as Trixie's taller then said mare. She is bustier and has a 20 inch cock compared to Moondancer. Trixie is just like how both her aunts Luna and Nightmare Moon have a slightly bigger cocks while her moms are bustier.

"I should have seen this coming," Sunset said seeing her three herd mates following Trixie's led in undressing.

Sunset quickly found herself naked and laying on her back with the four larger ponies standing around her.

"Wow! Twilight... you're so small," Trixie said staring at Twilight's cock which is the smallest cock she has seen on a pony of Twilight's age range. Well there was that very short pony she met from the backwoods where she's the head of one of the two families that have been fighting for years. But then again that pony is even shorter then Sunset and she's fully grown mare.

"I know," Twilight mumbles pouting as she is the smallest for her age in Ponyvile as well as Canterlot.

"You can still grow bigger," Vinyl said.

"And you make it up by having a fast recovery time even without Sunset's scent and being Sunset' favorite lover," Moondancer said.

"That's because she's the only one of you girls that I can take without lots of lube," Sunset said.

"What?" Trixie ask.

"With how small Sunset is, we can't just shove our cocks in her. With me being the smallest it's up to me to loosen her up first and cum lots in her so that she will be all loose and lube up for the others," Twilight said. "And I was personally chosen by Princess Celestia to be Sunset's first lover."

"The normal penis size for male humans are nowhere near pony size, Twilight is above average in the human world," Sunset said. "Besides, I can't just have a giant size pony dick shove inside of me without me being prepared for it first."

"We usually give her a good licking before we have sex or she just has a bath first," Moondancer said.

"I like to be clean, as well as them first," Sunset said.

"She likes us to be clean as well," Vinyl said.

"I'm not going to have sex with anyone who is dirty," Sunset said before glaring at the four ponies. "Which reminds me. You all take a bath first!"

"And you can join us," Vinyl said as she grabs her and carry her bridal style to the bathroom. Which has a large shower installed after Sunset started living in Ponyvile, a gift from her moms.

Sunset just sighed as she found herself once again in the middle of a meat sandwich with her being the meat. The four ponies washed her up and themselves with the ponies fingering Sunset's cunt and getting her nice and wet for what's to come. Twilight started things off slipping her cock into Sunset and giving her a nice wet fucking as the shower continue to spray them with water as the other three watched. Twilight had Sunset legs wrap around her waist as she fucks her and being taller then Sunset, allowed her breasts to be suckle from said human making her reach her climax faster.

Once Twilight was finish unloading her balls into Sunset she was replaced by Vinyl with her 15 inch cock, who unlike Twilight had Sunset bent over as she fucks her making her cum and cum again. Twilight move to Sunset's face and shoves her cum covered cock into her mouth and together with Vinyl bounce Sunset between them. Moondancer and Trixie helped Vinyl along in cumming by latching onto her nipples and drinking her milk as she fucks Sunset making her cum faster then she would had otherwise. She was followed by Twilight cumming into Sunset's mouth.

Moondancer took her turn at Sunset's cunt now very loose and lube up thanks to Twilight and Vinyl. Twilight move from Sunset's front as she joins Trixie in suckling Moondancer's breasts and drinking up her milk. Vinyl took her turn with Sunset's mouth and began face fucking her. Vinyl had to be careful as there was only so much Sunset could take before it began hurting her and had to hold back so that Sunset wouldn't be hurt by her trying to go balls deep down her throat which would choke her. As Moondancer is doing so with Sunset's pussy by only shoving as much as Sunset's body could take which left much of her cock remaining outside of Sunset's warm cunt. Both Moondancer and Vinyl came together filling Sunset's body with their cum, before pulling out and spraying her body with that bulk of their climax. Because if Sunset is filled with too much cum at once she would just vomit it out which would always ruin the mood of the orgy.

"My turn," Trixie said taking Moondancer's place and said pony taking Vinyl's place.

"Now remember what we told you once you feel your cock head hitting something that means that's as far as you can shove your cock in. Anymore and it will just cause Sunset pain and if that happens her moms will make you pay," Twilight said as she and Vinyl heads were grab by Trixie's magic and shoved into her huge soft breasts.

"I know that, now start sucking," Trixie said before grunting with pleasure feeling both ponies working together in draining her of her breasts milk.

"Just take it slow," Sunset said before her voice was muffled as Moondancer shoves her cock into her mouth.

As the head of Trixie's 20 inch cock finally slip inside Sunset's pussy, she suddenly felt a very intense orgasm approached really quick and fast. As Trixie push her giant cock inside her pussy, Sunset explode with her first orgasm it hit her fast and hard. But Trixie didn't even do anything. It was just the mere size of her cock had caused Sunset to explode fast, she didn't expected it. Trixie's cock is just much bigger then Moondancer's and Trixie having been traveling around for years has much more experience then said pony in using her cock to make her sex partners in cumming their brains out. Trixie pushed a little into Sunset and then she shoved as much of her cock inside Sunset in one push. Sunset scream as her mind blowing orgasm hit her. This created a very wet suction vacuum in Sunset's tight pussy that Trixie can't take it anymore.

Trixie pounded into Sunset's pussy giving her one orgasm after another, before she let out a cry and cum inside Sunset's pussy. Sunset explode in a massive orgasm that the room started to go dark in her vision. Sunset passed out from her massive orgasm while Trixie kept pumping her full of her cum. The only thing keeping her up as she hang limp as a rag are the two giant pony dicks inside of her. Moondancer pulled her cock out of Sunset's mouth and sprayed her and the three other ponies with her cum. Trixie pulled out her own cock as she was cumming inside Sunset and spraying her own cum load on Moondancer and Sunset.

Sunset was waken up as she was held up between the four ponies as they lick her clean of their combine cum on her body. Looking down Sunset saw all of them are ready to go again and have more sex like always. That train of thought ended as a giant bear claw tore through the tree house destroying the wall of the bathroom causing all five to scream in panic as a giant glowing bear rampaged through Ponyvile.

!

At Canterlot -

Sunset groan as she lay on her moms bed after a long day of cleaning up the mess those two idiots made. Snips and Sails had gone into Everfree and lured a ursa minor into Ponyvile so that Trixie could defeat it. Trixie did help in calming the baby bear down with Moondancer and Twilight, before it's mother came around looking for it's baby. They did it by putting a sleep spell on the bear and then putting it back where the two fillies found it. But the damage was already done to Ponyvile with several buildings needing to be repaired or rebuilt like Trixie's wagon which the bear step on. The tree would take a week to rebuild it as both her moms are having it rebuilt and upgraded. Which left herself and her herdmates who didn't have a house in Ponyvile without a place to sleep. Some of her herdmates where taken in by the ones who did have homes, while herself simply went back to Canterlot to recover. (4)

"What happen to those two fillies?" Celestia ask her.

"I put them on clean up duty for the next 6 months and help in rebuilding the damage done to the village," Sunset said wanting to rest and be away from those two idiots.

"And you put Twilight and Moondancer in charge of things?" Molestia ask.

"Yes. I just need some rest," Sunset said as she turns her attention to her moms who are currently helping themselves to her newest herdmate Trixie. Who didn't had any place to go after her wagon was destroyed, so as thanks for helping to fix things Sunset made her a member of her herd. And after her moms learn of this fact they had Trixie come with Sunset so that they could get to know their daughter's new mate better.

Both her moms are laying on their sides as they had Trixie laying on her back between them. Molestia has her full size dick shove inside Trixie's butt while Celestia has her full size dick inside her pussy. Both of them lean down their heads allowing them to suckle her breasts as they fuck her. Trixie was completely out of it and had passed out a couple of times since the two princesses began fucking her.

"This is still better then having all my herdmates wanting to fuck me at the same time," Sunset said as she really needs a break from all the non-stop sex she has been going through since she started having sex.

!

Author's Notes -

1 - Before the internet tv and radio were the only entertainment that most people could get their hands on. Like many people like me can remember how things were before the internet became widespread.

2 - Sunset is the only one who sees how strange the world is at times unless she points it out to others.

3 - Ponies are able to live hundreds of years which would explain how granny Apple is still alive even when she help found Ponyvile with her family which is hundreds of years ago.

4 - Snips and Sails really deserve to be punished instead of getting away with being idiots as most shows do with their own idiots.

!


	13. Chapter 13

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Sunset sighed as she sat at her mother's desk looking over the paperwork that Twilight has been sending her that she needed to look over and stamp her seal on it. She had thought she was prepared to succeed in being a ruler, but her life has become nothing but endless paperwork day after day. Not to mention talking with nobles that she barely even knows. Her life has become nothing more then her sitting behind a desk, reading one piece of paper after another with a rubber stamp to put the royal seal on it making it official.

Sunset turns her attention to her moms and aunts who are currently enjoying themselves with Trixie, which they been going at it for hours and it's only noon. They have Trixie sandwich between them, aunt Luna and Moon as she likes to be called are enjoying pounding Trixie's pussy and butt. Her mom Molestia is feeding Trixie with her cock and her other mom is riding on Trixie's cock. Which left her doing all of the paperwork her moms and aunts would handle. Which is something that all rulers need to learn to handle, and with both her aunts and moms taking a few day off from ruling and seeing how the ministers and nobles are able to handle things on their own. With only the paperwork that needed to be reviewed and stamp given to them to do. Why they're taking a few days off is that they're planning on something and that they needed a few days away from dealing with paperwork and all the bureaucracy along with what comes with it. (1)

"Moms are you two and the aunts just going to be fucking Trixie all day?" Sunset ask. She's been doing her best to ignore the fact that her moms and aunts are all having sex with Trixie just a few feet from her.

"She is more then willing to service us," Moon said.

"And we really broken her in for you," Celestia said.

"She can't let go of our cocks," Molestia said as Trixie has a vice like grip on her cock with her mouth.

"And ruin sex for her with anyone else," Sunset said.

"That's not true, if we really wanted to break her for everyone else we would be really fucking her brains out," Moon said.

"Yes Sunset if Trixie was truly broken by us she wouldn't be able to think about anything but sex," Celestia said.

"Like, I can even tell. As far as, I can tell everyone around here is addicted to sex and with how all of you been having sex with Trixie for the last few days. She's now addicted to all of you," Sunset said. Which did allow her not to be on the receiving end of Trixie's sex drive along with her giant horse cock, that is nothing compared to her moms or aunts sex drives. And allow Sunset from not having to deal with a horny pony who wants to make love to her for the last couple of days. Trixie has been keeping her moms and aunts busy even being spit roasted between two of them during meals under the table. Which Sunset had to sadly admit she has gotten us to.

The door open and step in another alicorn, a pink one. She's smaller then the four older alicorns standing around 7 feet with the top of her head reaching Celestia's shoulders not counting her horn. She has a body that if she was as tall as the others would have a figure that is slightly smaller but is still far above other ponies. While the blue dress she wore hide her lust figure Sunset could still make out the massive cock swinging between her legs. And once the door closed behind her she took off her dress revealing her naked features to Sunset who saw that her cock has to be around 24 inches long. She has changed since Sunset had last seen her but the mane is still the same, Princess Cadance the adopted niece of her mom. And has become an alicorn since Sunset last saw her.

"Hello Sunset you remember me?" Cadance greeted her.

"Yes, I do," Sunset said as she turns to her older family members still fucking Trixie.

"Cadance you're here," Molestia said even as she still fucking Trixie.

"Yes, I came as soon as, I could. I have studied the spell you sent me and ready to use it," Cadance said.

"What spell?" Sunset ask.

"The spell that will turn you back into a pony. With how your body is resistance to magic made it hard for the magic schools to come up with a spell to transform you back into a pony. But one young student came up with the idea that since normal spells can't effect your body without a unicorn using all of their energy to make it powerful enough to effect you. If all five of us using our alicorn level magic on you all at once casting the same spell, a simple transformation spell will be enough to transform you back into a pony," Celestia explains as she and the others pulled out of Trixie.

"Finally a break," Trixie managed to choke out through the thick cum covering her mouth. She tried to get up but found the lack of energy to do so and simply lay back on the bed recovering from the gang bang the 4 princesses had put her through.

"I told her it's not a good idea to be the only lover for my moms and aunts," Sunset said seeing that Trixie wouldn't be getting up anytime soon.

"You would know better then anyone when it when it comes to their sex drives," Cadance said as she remembers how Celestia would fuck her till she passed out.

"Watch them fuck my herd mates brains out enough times," Sunset said surprising Cadance.

"You don't have sex with your moms or aunts?" Cadance ask.

"Of course not," Sunset said.

"Sunset pick up a few things while in the human world and once of the taboos there is having sex with family," Molestia explains.

"Which is the reason why, I haven't impaled her on my cock yet," Moon said.

"She also doesn't even want to use her mouth on anything but our breasts and only because Celestia and Molestia like to breast feed her," Luna adds.

"Besides inbreeding that isn't good for any offspring from such a union, even if, I'm not blood related is just too icky for me. I don't want to have sex with either of my moms or aunts. When, I come home, I don't want the only thing on their minds to be fucking my brains out. I just want to spend time with my moms and not having to have sex while, I'm here. I have enough of that back in Ponyvile," Sunset said.

"Sunset doesn't want me or Molestia to see her as anything but our daughter. And if we did have sex with her, we won't be able to stop ourselves from doing it again," Celestia said.

"So we just help ourselves to her herdmates who are more then willing to satisfy our lust," Molestia said.

"And, I need to bring at least four of my herdmates next time. One for each of you so that you all won't go and gang up on them like you all did with Trixie," Sunset said.

"How is Twilight?" Cadance ask.

"She's doing fine, I left her in charge of things and she has been doing ok. She even handle a sleeping dragon who was spreading smoke that covered Ponyvile. Well it was more of her and her friends getting to the top of the mountain where the dragon is sleeping inside of a cave, with a phone so that, I could talk with the dragon. We reach a agreement where he still sleeps in the cave and not having to move his horde, Twilight and her friends made a door for the cave and a vent in the cave that lets the smoke out and away from Ponyvile. Also gave something to handle the dragon's snoring. And after that Twilight and the rest of my herd had a sleepover at Derpy's home, with Applejack and Rarity after they were all caught in the rainstorm and ended up in a big orgy," Sunset stated.

"Sound like you miss out on some fun," Cadance said.

"Nope. I would have been in the center of the orgy with all of my herdmates all fucking me one after another till, I'm nothing more then a cum covered pile of flesh," Sunset said.

"After this you be able to fuck their brains out instead," Moon said.

"That be a change of pace," Sunset said.

"Now to strip you," Luna said as she used her magic to lift Sunset off the chair and strip Sunset of her clothes. Luna couldn't help but lick her lips seeing Sunset clan in her underwear, something about her made her feel her lust rising.

"Hey!" Sunset said as her underwear was remove leaving her naked and surrounded by the five alicorns.

"You would be ripping through your clothes if you weren't naked," Celestia said.

"Now hold still," Molestia said as she and the others horns glowed.

Sunset had stood in the middle with the older alicorns all focusing their magic into the spell to transform Sunset into a pony. Then all five launch their part of the spell onto Sunset. The combine magic of the five alicorns engulfed Sunset powering through her body's natural magic resistance, transforming her body into that of a pony. The transformation wasn't instant but was a slow process thanks to Sunset's being highly immune to most magic, but the spell was working. Then the screaming began.

"STOP!" both Celestia and Molestia shouted eyes widen as they heard Sunset screaming.

Hearing them shout cause Luna, Moon and Cadance stop their spell. Both Celestia and Molestia rush to Sunset engulfing her in a twin hug, as they cast a healing spell on their daughter. They stayed like that for a long time casting healing spells as Sunset whimpering could be heard between them. Then the two mothers parted enough to reveal Sunset to the other three alicorns in the room as well as Trixie who was waken up by Sunset screaming. The transformation spell did work but only to a point. Sunset is now 5'9" and had a more shapely figure but is still human expect for the fact that she now has ears of a pony, with a horn and wings. And the reason for Sunset screaming became clear as her new features are covered in blood. The transformation had her grow wings, a horn but the growth of them was them bursting from her body. Her ears being moved from the sides of her head to closer to the top, and her body growing new mass including her gaining a fuller figure and height took its toll on her body. It left her body skinny reminding both Celestia and Molestia of how they found her inside the vault.

"Sunset?" Celestia ask as she and Molestia carries Sunset over to the bath to wash off the blood.

"Mom?" Sunset ask her mind still in a daze.

"What happen to Sunset?" Trixie ask watching with the others as Sunset was taken into the bathroom by her moms.

"I seen this happen before. Before magic transformation spells were still need being refine, sometimes the transformation causes pain when new bodyparts are grown and body mass if the one being transform is growing in size. But that only should happen if the one who cast the spell doesn't have the magic or skill to do the spell right," Luna said.

"It seems that by my guess Sunset's being highly immune to magic is the reason why instead of the transformation being painless... The growing of new bones and muscles just cause her pain," Moon said.

"Well she be ok?" Cadance ask as she looks into the bathroom. Both Celestia and Molestia are washing Sunset while she clings to Molestia nursing on her left breast.

"A few days of rest and her eating to restore all of the lost body fat and muscle she lost to grow," Luna said.

"Well at least Sunset is now part pony now," Trixie said.

"And it be the last time we do this," Moon adds as neither one of her sisters would endanger Sunset like this again till they're sure that something like this wouldn't happen to her again.

!

Author's Notes -

1 - Being a pen pusher and rubber stamping paperwork is something that most people don't think about when they're trying to become reach the top. Being in charge of something from a company to government often has the person sitting behind a desk signing papers.

!


	14. Chapter 14

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

It's been about a month since the failed transformation spell was used on Sunset. Both Celestia and Molestia were besides themselves as they look over Sunset. They all but lock themselves in their room taking care of Sunset while their sisters and Cadance handle the royal affairs. Trixie stayed with them helping with Sunset care, and after calling Ponyvile to tell the other herdmates what happen. Moondancer, Minuette, Lemon Hearts, and Twinkleshine came to help care for Sunset while the others remain in Ponyvile. All of them did what they could to help in the care of Sunset who spent most of the time laying on the bed and eating regaining her strength and body weight.

Sunset was fed rich food that adds pounds and drinking her moms rich milk and her aunts when they traded places with their sisters. After a few days had past and Sunset showed signs of recovering, Moon and Luna talk her moms into letting them look after her during the daytime so that they can attend to court duties and the would sleep with Sunset in their bed. Cadance who is staying at Canterlot for awhile has been helping but the paperwork still piles up, as the four princesses hover over Sunset. Sunset's herd mates helped out with what they could do, but mostly they were stress relief for the princesses. Which is them being fuck silly by the princesses when there aren't any ponies around or when they're in their room.

Sunset also spent that time not only recovering but relearning to use magic not that she has her horn back. Then there are her new wings that made her an alicorn, which had never happen before. Her moms and aunts are teaching her to use her new powers and to control them as she has the strength of an Earth Pony now. As for flying her moms and aunts waited till she was well enough to use her wings. She's been exercising her new wings by flapping them to build up her new wing muscles. As an alicorn her body is that of an Earth Pony which is much heavier then a Pegasus or a unicorn. Which is why she is so strong, as her body needs to be able to power her wings to lift off the ground. (1)

"Now just keep flapping your wings like that," Celestia said as she and Molestia watches Sunset lifts herself off the bed so that if she falls it be on the bed. Sunset with her new wings had to have new clothes made for her which is why she like the other ponies in the room are naked. She does wear underwear and shorts but all of her dresses and shirts had to be replaced or altered for her wings.

"Was it this hard for you?" Sunset ask Cadance as she learns to fly.

"Yes but I did it outside," Cadance said who is sitting on a couch as Twinkleshine suck her cock. And with her are Luna and Moon who have Minuette and Lemon Hearts also stuffing their mouths with their cocks.

"Sunset is still in no shape to be outside," Molestia said.

"She is a hybrid now," Moondancer said as she takes notes on Sunset.

"Why are you taking notes?" Trixie ask who is laying on one side of the bed that Sunset is hovering over. She's been taking it easy since the others came to the castle, enjoying not being the only one the princesses can have sex with.

"Half human and half pony, this is the first time something like this has happen," Moondancer said having been studying Sunset's body while helping to take care of her. "Sunset is an alicorn cause by all five princesses using their combine powers. But she is only half as powerful as she should be."

"But is is still enough to give her the lifespan of a full alicorn and once she's in full health also what comes with having the body of one," Celestia said having done many magical scans on Sunset.

"Her body just needs time to adjust to her new powers. Her new body mass, horn and wings ate away on her body to grow instead of using our magic. The spell can't be used again on Sunset," Molestia said.

"It... was painful," Sunset said as she settles back down on the bed. "My body is just too different to work the same as the rest of you when it comes to magic."

"At least you can use magic now," Moondancer said.

"That's true," Sunset said.

"And you're healthy again," Trixie said eyeing Sunset's rear as she's on all fours flapping her new wings.

"Not something, I want to go through again," Sunset said.

"In fact you're healthy enough for some sex," Trixie said as she hops onto the bed getting in front of Sunset with her cock in her face.

"Hey!" Sunset said frowning as Trixie's giant horse cock is in her face.

"Yes we should test out your body when it comes to sex," Moondancer said joining Trixie on the bed with her cock pointing at Sunset's face.

"Sunset is healthy enough now," Molestia said.

"And it be nice to see how much Sunset's body changed. Sunset's human body was much more fragile then a human body. But remember you two not to go all out on her. She is still recovering," Celestia said.

"It be nice to see if your body be able to handle us, without us having to hold ourselves back so much," Moondancer said.

"That's because I'm smaller and can't have your cock stuff to the hilt inside of me. I mean just look how far it would reach if you stuff all of your cock inside of me," Sunset said as she used her hands to measure Trixie's cock and then place her hands on her body from her cunt to her chest. "As you can see that it would kill me. You're just too big and long to fit inside of me all the way."

"You are small," Cadance said still enjoying her blowjob. "But now you have a pony body, you're much more stretchable. You seen how bloated ponies become after either your moms or aunts cu in them."

"I seen that first hand, moms and aunts double team on Pinkie after she wanted to fuck my butt. Which I'm not ever going to do. There is no way I'm ever going to let anyone butt fuck me. And the rest of the herd knows what happens if they fill me with too much cum at once," Sunset said.

"She throws up which kills the mood," Trixie said.

"And left a mess in the bed when it happen the first time," Celestia said remembering what happen when Sunset was still getting use to having sex with her herd for the first time.

"You should try it, you might like ," Moondancer said.

"No!" Sunset snaps. "There is no way that your cock would be able to go up my butt without it being painful for me. My cunt up to my womb is made to be able to stretch and expand seeing how a child's body is bigger then your cock. Besides its dirty!"

"Now Sunset we do clean it out after we use the toilet," Trixie said.

"Yeah the toilets have the water jet thing," Sunset said. "But there is still no way I'm going to take anything up my butt."

"I'm surprise no one has tried," Trixie said.

"She uses the threat of her moms and aunts all using their real size on anyone who tries, double teaming their butts," Moondancer said.

"Which we will do," Molestia said.

"Yes it's so lovely to watch as a mare screams her head off as we share her asshole between us. And now that there's four of us we can double team both their butts and pussy. Or even see if that can't take all four of us in one of their holes at once," Moon said.

"That would either kill or completely ruin a mare," Luna said.

"Well it's not like we haven't done that before," Molestia said.

"I read about it in your dairies," Sunset said.

"I really shouldn't had left them out," Celestia said still not liking how Sunset read all of her dairies learning all about her life that she never shared with others.

"At least Sunset won't just blab your secrets out," Luna said.

"She did say that Starswirl's special talent was in astronomy and in not magic," Moondancer said.

"That's true," Molestia said.

"She work at studying magic harder then anyone else. She didn't had much of a sex life because of that and kept to herself," Celestia said.

"And she in her old age became quite the pervert to make up her lost time," Molestia said.

"Sounds like Twilight before she got into the herd," Moondancer said.

"Which reminds me," Trixie said as she taps her cock on Sunset's lips.

"Fine," Sunset said taking Trixie's cock in her mouth licking it.

"Oh yes, that feels so nice," murmured Trixie enjoying herself. "You are such a talented at cock sucking."

Sunset cringed at the comment, but bent her attention to the huge cock meat in her mouth, running her tongue all up and down the shaft and licking around the head as if it were the sweetest treat in the world. Which she had gotten a taste for since coming to this world and started having sex. Precum dribbled from the cock and onto her lips as she licked and sucked at the dick. Suddenly she felt hands behind her lifting her ass up into the air and she realized that Moondancer had moved behind her. Sunset knew what was coming next but she doggedly continue to suck and lick the cock of Trixie in front of her. She felt a hard object throbbing against her pussy lips and then suddenly there was a thrust from behind and she was impaled on the cock of Moondancer. Twelve inches of a twenty inch cock was sliding down her throat as another twelve inches of a nineteen cock slid up her pussy. Both Trixie and Moondancer could only put so much in her before it started to harm her and they held back as Sunset's moms are watching. With two feet of cock inside her, there was little that Sunset could do but kneel there and get fucked by her two herdmates.

Moondancer behind Sunset reached around to grab handholds on the Sunset's new big hanging tits and she pulled herself deeper inside Sunset seeing how much Sunset could take, while Trixie grabbed the back of Sunet's head and forced more inches down her throat also wanting to see how much Sunset's new body can now take. They only stop when she started to struggle between them as they reach the limits that her holes could take. Both Molestia and Celestia got on the bed watching as their daughter was spit roasted in front of them, ready to stop the two fucking ponies if they start hurting Sunset.

Gently Trixie and Moondancer fucked Sunset in perfect harmony. All the while they told Sunset she's gotten good at pleasuring her headmates and how nice her mouth and pussy felt on their cocks. The two ponies seemed in no hurry to cum and it seemed to Sunset that they fucked her face and pussy for hours with nice steady motions, making her cum again and again. They would both pull their cocks out so just the heads were inside her and then ram them back in deeper than ever until Sunset who felt like she was going to be split in half. On and on they fucked her, enjoying the pleasure her mouth and pussy was giving them until finally they pulled out and flipped Sunset over onto her back and in lock step gave their cocks three more hard strokes and each shot a big sticky load over one of Sunset's tits. The two came so much that the cum ran off of Sunset's tits like twin waterfalls to form pools of cum on her stomach.

They then lean down and began licking the other's cum cover breast, enjoying the taste of the other's cum, before going for the pool of cum on Sunset's stomach. Sunset took the time to look around and saw that Luna and Moon are now fucking both Minuette and Lemon Hearts from behind, while pressing their bodies together squeezing their big breasts together and them locking lips as the two princesses fuck them. And on the bed besides her, both her moms have Twinkleshine sandwich between them as they fuck her pussy and ass at the same time. Sunset look in front of her to see Cadance stroking herself as she prepares to have her turn with her pussy.

"Now that you're all lubed up you be able to handle me," Cadance said licking her lips as she lined the tip of her giant pony cock against Sunset's well used pussy lips. At 23 inches Cadance is much bigger then any cock Sunset had ever taken.

Cadance slowly press her cock into Sunset working her cock inside of her, using the cum already inside of her as lube to ease herself into Sunset's tight body. Sunset shivered as more and more of Cadance monstrous shaft was disappearing up her pussy. Finally Cadance had about more then half of her cock in when she bumped into Sunset's cervix. Sunset cried in pain mixed with intense pleasure causing both her moms to turn their attention to Cadance who got the message to stop trying to fit more of her cock into Sunset. She started ramming home about ten inches of her massive cock while keeping the head inside of Sunset, literally masturbating herself with Sunset entire body. Sunset hair was thrown in all directions and her tits jiggled even as Trixie and Moondancer after finishing licking off their cum on her started suckling her new breasts that are now in the D cup range. Strands of viscous juices were dripping onto the bed, forming a puddle of hot cream. Cadance licked her nipples pushing Trixie and Moondancer away so she can have her turn, squeezing them with her teeth while she continued to pile-drive her colossal cock into Sunset again and again. She could feel Sunset cuntwalls sucking in her rod, expanding to their limits to take in her oversized cock.

Sunset on her part lost count how many times she came as she was fuck by Cadance showing what being fuck by an alicorn is like. She was screaming her head off, till both Moondancer and Trixie presented their cocks to her mouth. She began stroking both of their cocks giving them hand jobs that she learn from experience how to give and licking or sucking on their cocks as she did. Both of them lean forward and began suckling on Cadance breasts drinking her milk as they enjoyed Sunset giving them both hand jobs and blow jobs. Cadance reaching her limit thanks to Sunset's tight pussy but remember not to cum full stop inside Sunset so as she was cumming she pulled out.

Cadance cock freed from the tight pussy of Sunset sprayed it's load all over Sunset's body. Both Trixie and Moondancer joined her in spraying down Sunset with their combine cum. They plaster the young princess's face and bosom with salvo after salvo of warm pellets of goo.

"You're drowning me in your warm spunk! More, MORE!" Sunset encouraged them, rubbing the layers of cum already covering her upper chest like it was body lotion, occasionally scooping some of it to messily slurp it up.

Thirty seconds into the cumfest, Moondancer and Trixie's cumshot started petering out but Cadance's massive batter rockets showed no signs of appeasement. Which is just like how both Sunset's moms and aunts do when they cum. Cadance unleashed torrents of goo over Sunset, outpacing the combined efforts of Trixie and Moondancer both in terms of number of wads, and volume of cum. Only after over a minute of non-stop cumming did her cum-cannon start slowing down, but she still managed to unload an extra half-dozen smaller spurts, each more plentiful than a pornstar's total orgasm. By the end of it, Sunset had received gallons of virile pony spunk over her face, hair and body. Ounces of cum were splattered all over the floor and the bed sheets. The delirious young alicorn fell back on the bed, wriggling her body over the warm layers of spunk, greedily eating up as much cream as she could muster, a immense smile covering her face.

"My turn," Trixie said taking Cadance place between Sunset's legs with her cock rock hard even after cumming.

"Give it to me," Sunset said as she settles down to another non stop orgy with her in the center of attention. Her new body is able to handle the amount of sex that ponies of this world can handle. And she is really getting into it, her body just responses to all the sexually pleasure that the ponies of this world seem to be made for and found herself loving it. With her new body she will really be enjoying herself instead of just letting her herdmates use her like a sex doll. She wonders what it be like when all of her herdmates join her.

!

Author's Notes -

1 - Pegasus have hollow bones, smaller body size and the lightest in body mass of the pony tribes. As even with magic they would have to have lighter weight then other ponies to be able to fly.

!


	15. Chapter 15

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

"Wow, what a gorgeous day!" Twilight said as she walks over to the train station to meet with Sunset and the others coming back from Canterlot. She has so many questions to ask Sunset after learning what happen to her when her moms and aunts tried to transform her into a pony, only to end up turning her into an alicorn.

"Rainbow Dash must have gotten up early for once and cleared all the clouds away," Spike said walking with her. The others are all off doing their own things today. Like Vinyl and Octavia are still working on making their very own radio show, as radios are appearing everywhere which mostly has news and music on.

"I bet all of Ponyville is going to be out enjoying the sunshine," Twilight said before looking around and seeing no one around. "What? Where is everypony?"

"Is it some sort of pony holiday?" Spike ask.

"Not that I know of," Twilight said.

"Everypony is having an orgy, again?" Spike ask.

"Better not, without me," Twilight said.

"Does my breath stink?" Spike ask giving out a burp.

"Not more than usual," Twilight said.

"Is it... zombies?!" Spike ask looking around scared.

"Uh... not very likely," Twilight said.

"Not likely... but possible?" Spike ask.

"Psst! Twilight! Spike! Come here! Come! Here! Hurry! Before she gets you!" Pinkie said to them hiding behind the front door of the bakery she works and lives at.

"What are you?" Twilight began before she and Spike were pulled into the bakery which has all the lights out.

"Who?! The zombie pony?" Spike ask looking around as the best as he could in the dark.

"Z-Zombie pony?!" Pinkie ask scared.

"Don't make me use the megaphone on you again," Sunset voice spoke up.

"Right," Pinkie said as she remembers what happen to her the last time.

"Spike! There are no zombie ponies. Pinkie, what are you doing here alone in the dark with Sunset?" Twilight said.

"We're not alone in the dark," Pinkie said as the lights came on revealing Sunset and her group who went to Canterlot with her and the other element bearers.

"We were on our way to the tree when they pulled us into the bakery," Sunset said. "And before they could tell us why they saw you two."

"Okay then, what are you all doing here in the dark?" Twilight ask wondering why too.

"We're hiding from her!" Applejack said pointing out of the window revealing a figure wearing a hooded cloak who looks to be around Applejack's height. Who glance at the bakery causing the Ponyvile ponies to gasp while the ones from Canterlot all stared at them wondering what's going on.

"Did you see her Twilight? Did you see... Zecora?" Applebloom ask.

"Apple Bloom! I told you never to say that name," Applejack said.

"Well, I saw her glance this way...," Twilight said.

"Glance evilly this way," Pinkie said cutting off what Twilight was saying.

"... And then a bunch of you flip out for no good reason," Twilight said.

"No good reason? You call protecting yer kin no good reason? Why, as soon as my sister saw Zecora riding into town, she started shaking in her lil' horseshoes," Applejack said.

"Did not!" Applebloom said.

"So I swept her up and brought her here," Applejack said.

"I walked here myself!" Applebloom said.

"For safe keeping," Applejack said.

"Applejack, I'm not a baby! I can take care of myself!" Applebloom said.

"Not from that creepy Zecora," Applejack said.

"She's mysterious," Fluttershy said.

"Sinister," Rainbow Dash adds.

"And spoooooky!" Pinky said last.

"This better not be something dumb like the cows being scared of a snake thing," Sunset said feeling a migraine creeping up on her again.

Then Zecroa look at the bakery again causing the Ponyvile ponies to gasp again.

"Will you cut that out?" Twilight said as she looks out the window to see that the figure from what she can see has a black and white stripe coat.

"Just look at those stripes! So garish!" Rarity said.

"She's a zebra," Twilight said.

"A what!?" everyone but the ponies from Canterlot ask.

"A zebra, and her stripes aren't a fashion choice Rarity, they're what she was born with," Twilight explains, causing Rarity to faint.

"Born where? I've never seen a pony like that in these parts, except... her!" Applejack said.

"Well, she's probably not from here, and she's not a pony. My books say that zebras come from a faraway land. But I've never seen her in Ponyville. Where does she live?" Twilight ask.

"That's just it, she lives in... the Everfree Forest!" Applejack said.

There was a crash that sounds like a thunderclap. That scared the ponies while Sunset just look where the noise came from and saw it's Spike knocking some cookware down.

"Spike!" Twilight said.

"Uh, sorry," Spike said picking up the mess he cause.

"The Everfree Forest just ain't natural. The plants grow...," Applejack said.

"Animals care for themselves...," Fluttershy adds.

"And the clouds move...," Rainbow Dash spoke up.

"All on their own!" all 3 of them said. That cause Rarity to faint again.

"So?" Sunset said getting everypony to look at her.

"It's just not right for all that stuff to just happen on their own," Applejack said.

"I lived in the human world for years where all of that stuff happens all the time," Sunset said.

"Don't you remember? I told you all about it when we were heading to the castle in the woods," Twilight said.

"Oh yeah," Rainbow Dash said.

"Mom just made this place too safe for you ponies. Seeing how all of you are uneasy around me seeing how I eat meat. There are cats and dogs around here. Rarity you have a cat which is a meat eater as if you try to feed it plants. Your cat will die. Same goes for your dog Applejack. And Fluttershy you're friends with animals and many of which eat meat. No wonder all of you ponies panic over just about everything," Sunset said.

"We do not!" Rainbow Dash said.

"Bunny stampede," Sunset said flatly.

"Oh yeah...," Rainbow Dash said blushing as she rubs the back of her head.

"We need more foxes and hawks around here to keep the rabbit population under control," Sunset said.

"That's horrible!" Fluttershy said.

"Oh don't give me that, especially from you! Rabbits have so many babies as most of them would be killed by hungry meat eaters. Which if they didn't would cause the rabbits to die of starvation because all of them eat too much plants in one area. Beside the meat eaters do have young of their own to feed," Sunset said.

"I know but it's still..." Fluttershy said softly but was cut off.

"No one wants to be eaten but that's how things are. If plants could talk ponies would long ago learn to kill them first before eating them or all would have starved to death," Sunset said. "But back to the subject. I know zebras as they come to Canterlot to either talk to the princess or make trade deals and I learn about their homeland. Which unlike here isn't made safe by my moms and aunts, expect for some places. The zebras are use to animals like lions and other large meat eaters who won't think twice about eating them, not to mention a land that they can't control. So unlike you ponies, Zecora would be use to dealing with stuff that happens in Everfree. In fact, I would have an easier time surviving in there then any of you." (1)

"And that wicked enchantress Zecora lives there doing her evil... stuff! She's so evil I even wrote a song about her!" Pinkie shouted out.

"Here we go...," Rainbow Dash said as Pinkie began singing.

She's an evil enchantress  
She does evil dances  
And if you look deep in her eyes  
She'll put you in trances  
Then what will she do?  
She'll mix up an evil brew  
Then she'll gobble you up  
In a big tasty stew  
Soooo... Watch out!

"Wow. Catchy," Twilight deadpanned.

"It's a work in progress," Pinkie said with a shrug.

"This is all just a lot of gossip and rumors. Now tell me; what exactly have you actually seen Zecora do?" Twilight ask.

"Yes and nothing from Pinkie," Sunset said.

"Hey!" Pinkie said.

"Quite you," Sunset said casting a silence spell on her, making her lose her voice. "That's better."

"You can use magic again?" Rarity ask.

"Hello didn't Twilight and the others didn't tell you or the wings and horn I have now?" Sunset ask spreading out her wings and pointing to her horn.

"Oh yeah," the Ponyvile ponies said.

"You're all too scared of Zecora for some reason aren't you?" Sunset ask causing all of them to mutter and nod. "So explain."

"Well... Once a month, she comes into Ponyville," Rainbow Dash

"Oooooh," Twilight said dramatically.

"Then, she lurks by the stores," Rarity adds.

"Oh, my," Twilight said dramatically again.

"And then, she digs at the ground," Fluttershy said.

"Good gracious!" Twilight said dramatically before switching to a normal tone. "Okay, I'm sorry. But how is any of this bad? Maybe she comes to town to visit?"

"Yeah! Maybe she's just trying to be neighborly," Applebloom said.

"And maybe she's not lurking by the stores, maybe she's going to them, lurk free, to do some shopping?" Twilight adds.

"Yeah! Everypony likes to shop. You know what I think?" Applebloom said.

"Apple Bloom! Hush and let the big ponies talk," Applejack said.

"I am a big pony!" Applebloom said.

"That I agree with as all of the others ponies here are wussies," Sunset said.

"HEY!" the ponies said.

"When none of you panic over bunnies, then we talk," Sunset said.

"I wasn't here for that," Trixie said.

"You're well traveled. Have you met zebras before?" Sunset ask.

"Yes and I have been to their lands down south," Trixie said. "They're like Earth Ponies and are just as built but have much bigger cocks on average. Well in length as there were plenty of zebras with longer penises then mine." (2)

"How big?" Sunset ask.

"I met some who are in the same size as the rest of the royal family," Trixie said remembering her trip down south and how sex with them was like nothing she had ever experience before till she had sex with the royal family that is.

"Good to know," Sunset said as she walks towards the door. "I'm going to talk with Zecora, showing that you ponies of Ponyvile are full of manure in believing rumors without ever talking to someone and after that, I'm going to invite her to dinner."

"WHAT!" the ponies in the room shouted.

!

At Golden Oaks -

"Thank you for the meal and informing me why the ponies are never around when I come to town," Zecora said who has taken off her cloak revealing her body that matches Moondancer and Trixie's bodies but has the same built as an Earth Pony in both in shape and body size. But Sunset couldn't help but stare at her breasts and compared to Bon Bon's, Octavia and Applejack's breasts and Zecora is about a cup size off or so from being the same size as her aunts. And her cock which is covered by a loin cloth the only item of clothing she wore underneath her cloak, did little to hide her massive cock.

"As you all can see Zecora is perfectly normal and all of you ponies who believe in those rumors which I'm sure that some are made from you, are just made up. Which makes you ponies a bunch of scared fillies who are also sissies and need someone to save you all the time or to point out how dumb you are being," Sunset said smugly as she and the others are sitting around the dinner table eating dinner.

"We're not sissies!" Rainbow Dash said.

"We're brave and strong," Applejack adds.

"I'm not going to change my mine about you ponies of Ponyvile being sissies. You were all scared of a horde of bunny rabbits," Sunset said eyeing them.

"Bunny rabbits?" Zecora ask.

"Yes bunny rabbits, baby bunnies who Fluttershy ask Applejack to help herd them and ended up scaring them and them stampeding into town. Which the ponies all scared and run around causing more damage then the rabbits would had... no I mean what the bunnies wouldn't had been able to do as all they did was eat the gardens and cause a bit of a mess but the panicking ponies did most of the damage. I should know as I saw the bill of the damage they caused. By the way what happen to the bunnies?" Sunset ask looking at Fluttershy.

"I got them out of town and sent them off to live off on their own," Fluttershy said.

"Good. By now half of them have been eaten," Sunset said earning her looks. "What? They're rabbits and breed like... rabbits. If they weren't so easy to catch and kill by predators, we would be overrun by rabbits. Which would have ponies running around screaming their heads off."

"Knock that off!" Vinyl said. "Not all of us were running around screaming our heads off."

"You were busy eating popcorn watching the chaos," Octavia deadpanned.

"Yeah that was what we were doing too," Lyra said.

"It was strange to watch fully grown ponies running around scared of bunnies," Lemon Hearts said.

"Sunset you shouldn't say things like that," Fluttershy said upset.

"If the rabbit population grows too much they would start eating the crops," Sunset said.

"We have problems likes that too," Zecora said. (3)

"With wild animals eating crops?" Sunset ask.

"Wild animals come and eat our crops, depending on the season a bad harvest can mean death. But we handle it by hunting the animals and selling the meat to Griffins or Diamond Dogs," Zecora said.

"Zebras hunt animals to sale meat?" Applejack ask.

"You raise pigs to sale for their meat and it's just pest control," Sunset said. "And we already talk about this."

"Yup we did," Pinkie said.

"There is something, I wish to talk to you about," Zecora said looking to Sunset.

"Yes what is it?" Sunset ask.

"I hate to ask this but, it's been a long time since I have mated," Zecora began...

!

In the bedroom -

"I really shouldn't be surprise that it ended up like this," Sunset said to herself laying on her back on her bed as she like always found herself completely surrounded by horny futa's with giant horse dicks, all wanting to fuck her.

"Don't worry Sunset we're not just going to be banging you," Trixie said as she eyed Zecora's muscular and busty body.

"Speak for yourself," Rainbow Dash said as she eyed Sunset's pussy that wasn't hidden by a cock and balls, like those goat and cows she met with now and then.

"Why are you Pinkie, and Applejack here again?" Sunset ask.

"Well you invited Fluttershy and Rarity," Applejack said.

"And it be fun," Pinkie said stroking her cock.

"Your scent is wonderful," Fluttershy said who while having a slender frame has massive breasts and equally massive 17 inch cock.

"Yes wonderful dear," Rarity said who has an hourglass figure that matches Trixie's and Moondancer's, and an 18 inch cock.

"You and I will be the center of this orgy," Zecora said as her massive 24 inch cock arch up and filled with lust blood for Sunset.

"Can I go first?" Applebloom ask poking her head between Lyra and Bon Bon.

Applebloom is still young but has the body of a human world teenager who while tall is still slender in figure without any growth to her figure. Which only happens after they get their cutie marks, with some more growing as they fully matured, like Twilight. Who is staring at Applebloom's cock which is 9 inches long, which still makes Twilight the smallest.

"Shouldn't Twilight be the first?" Rainbow ask smirking at she looks at Twilight's cock.

"I'm just a late bloomer," Twilight said.

"I can help you with that with a potion," Zecora said.

Applebloom spread Sunset's legs and slipped her head between them to nibble and lick at the girl's pussy. She soon had the Sunset squirming under her tongue in pleasure. So intent was Applebloom on giving Sunset pleasure that she didn't notice until now that her sister and Rainbow Dash crawl over to the bed and both began sucking on Sunset's breasts.

"Mmmmm, she is tasty," said Applebloom between licks.

Sunset could only moan as the three women worked over her pussy and tits. Sunset was pushed over the edge, her pussy juices soaking Applebloom's face as it nested between the thighs of the girl.

"Let me have a taste," Applejack said to her sister as she push her out of the way and began lapping up Sunset's juices.

"Give me some of that," Rainbow Dash said as she shoves her way in between Sunset's legs.

"Is Sunset really tasty?" Fluttershy ask.

"She sure is," Lemon Hearts said.

"I would like a taste," Zecora said as she leans down and got between Applejack and Rainbow Dash and join them in making Sunset moan as she was pleasures by three long and thick tongues. Twinkleshine and Minuette took over sucking on Sunset's nipples.

Sunset soon found herself screaming out in pleasure as the other ponies joined in on taking turns licking her pussy or other bodyparts. While she now has Alicorn like features, she still has some human traits like that she doesn't have a fine coat like the other ponies and that she still sweats, which the ponies like the salty taste.

"Girls make Sunset a nicer bed?" Twilight said as she whisper her plan to the others who all grin at the idea.

Sunset was then lifted up off the bed before being laid down on a bed made up of big soft breasts. Zecora had laid down on her back with her heavy body sinking into the bed. Moondancer laid herself across on top of Zecora's body on the right side of the bed lining her breasts with hers, with Trixie laying herself parallel to Moondancer, followed by Rarity, and Fluttershy who all have be biggest pair of breasts of the group. Sunset body rested on their big soft breasts with her head resting Zecroa's massive breasts and the rest of her body supported by the others. Octavia and Bon Bon climb on the bed and press their big boobs together with Sunset's head between them. Twinkleshine and Minuette got into position where their breasts are pressing on Sunset's breasts, followed by Applejack and Pinkie doing the same on her stomach, Lyra and Vinyl grab Sunset's hands and squeeze them between their own breasts. Derpy and Lemon Hearts grab her legs spreading them and began squeezing her feet between their soft mounds.

"What you think of this? A full body tit-fuck for you like when we thrust our dicks between somepony's cleavage. Doesn't the feeling of swimming in a sea of tits make you want us to fuck your brains out?" Twilight ask as she and Applebloom watches as the others rub their breasts all over Sunset's body.

"Yes," Sunset said overwhelmed by all the big soft breasts being rubs all over her body.

"Haven't seen this since I saw AJ with all of those cows," Rainbow said as she would love to be in Sunset's place. She glance down at her breasts which in the human world would be C cups but around here she has the smallest bust size for somepony of her age and body mass in Ponyvile, till Sunset came around. Which thanks to her new growth are about her cup size now.

"Applebloom you go first," Applejack said

"Yeah!" Applebloom said as she crawls on the bed and thrust her cock into Sunset and began thrusting into her.

"That's it sis give it to her," Applejack said as she watches her younger sister fucks Sunset.

"She's so tight," Applebloom grunted as she drives her cock in and out of Sunset.

"She is small," Lyra said who enjoyed having Sunset moan as her cock is buried deep inside of her.

"Here let me help you cum," Rainbow Dash said as she suddenly thrust her cock into Applebloom.

Rainbow Dash fuck Applebloom hard and fast before forcing her to lay on top of Sunset joining her in the tit-fuck. The two kissed and Applebloom fondled Sunset as Rainbow fucked both of them, by thrusting into Applebloom who is pushed into Sunset. The young pony liked this position because when she didn't need to do much work but let Rainbow Dash do all the thrusting for her. Her pussy got a ton of pleasure from that. It was odd, feeling two different sets of sexual signals at once as she had only started having sex this year when she was finally old enough to. Her cock, which had already ejaculated two loads of cum today thanks to her two big sister's when she woke up with morning wood, was very slowly approaching orgasm again. Her pussy, on the other hand, ate up the sensations greedily, and was already close to another climax.

"I'm cumming!" Applebloom shouted as she came into Sunset filling her with her cum, setting off Sunset who came once again.

"You're sister is a light weight," Rainbow said to Applejack as she hadn't cum yet and pulled Applebloom off of Sunset so she could continue to fuck her.

"My turn," Twilight said licking her licks as she got into position. "We always go like this so that Sunset be nice and loose with plenty of lube for the bigger cocks."

"Well when we're in a group like this," Trixie said as she continues to rub her breasts on Sunset.

"So, I'm the last," Zecora said.

"Don't worry while you wait we can give you a nice fucking till it's your turn with Sunset," Moondancer said.

"We'll be here all day and night aren't we," Sunset said still recovering.

"What do you think?" Twilight ask.

"MOM ARE YOU HERE!" someone shouted downstairs.

"Dinky?" Derpy shouted out.

"Mom you didn't come home for lunch so we... came... to find you," Amethyst Star said as she and her younger sister came upstairs to find their mother in the middle of an orgy.

"Hi dears, I didn't come home for lunch as Princess Sunset invited Zecora to lunch and we're throwing her an orgy to welcome her and to get to know her better," Derpy explains.

"So mom this is what your other job is like?" Amethyst ask as her cock hardens to it's full 16 inches. She's taller then her mother and has the same busty built as Fluttershy which it seems most of their weight is centered on their breasts.

"Let's join in," Dinky said as she takes off her clothes revealing her body that is like Appleblooms but is more busty and her cock is 10 inches long.

"Someone lock the door. I don't want anymore ponies coming in," Sunset said as it's going to be a long day for her.

All through the day and most of the night the ponies fuck Sunset's brains off with them averting their attention away from her to fuck Zecroa. Who Sunset saw now and then being taken in all 3 of her holes and someone riding her cock. Sunset found herself in a 69 position with Twilight while Rainbow Dash fucks her doggy style. Then she is being held by Derpy face forward with her head on her resting on her breasts as each of her daughters take turns fucking her pussy. Applejack power driving her into the bed as she lifted her lower bottom up in the air as she was fucked. Pinkie Pie laying back on the bed while she pumps her cock into Sunset reverse cowgirl style while Applejack and Rainbow Dash used their cocks to trickle her armpits. Flutteyshy held her against her body with her head buried in her giant breasts, followed by Rarity taking her from behind as Sunset lay on Fluttershy as she used her breasts as pillows and suckle her sweet milk. Finally Zecora held her up in the air as she easily carried her weight in her arms, as she pumps Sunset on her massive cock.

"We really loosen her up. Sunset is easily taking in Zecora's massive cock," Twilight said as she and the others sat back resting as they watch the show.

"And she really likes my milk," Zecora said she enjoys Sunset taking both of her nipples in her mouth at the same time drinking her fill.

"She's just filling up on fluids," Vinyl said.

"She gets like this when we really fuck her," Bon Bon said.

"You should see her when her moms are around," Lyra said.

"When she wants to rest she would just snuggle up to one of them and start suckling her milk," Derpy said as she held the backs of her daughters as they drink from her breasts.

"Well I want to fuck her again," Applebloom said as she watches Zecora cum into Sunset's overstuff pussy filled with cum from all of them.

"Yes. It's been a long time and I'm still ready to go," Zecora said.

"Just great," Sunset mutters before passing out.

When Sunset woke up she found Zecora's massive cock up her pussy as they lay on the bed. Several arms wrapped around her body while many hands massaged her body. Fingered her clit, grabbed her butt and big mouths kissed her all over, every inch of her sweat soak skin. Sunset sighed as she felt waves of deep intense orgasms flow through her body as she was fucked again and again by the ponies around her. This was what her life is like now and she is starting to like it.

!

Author's Notes -

1 - Seeing how Zecora lives in Everfree, the place where zebras live at would be like Africa and unlike ponyland they wouldn't be able to use magic to control their lands. And that the ponies panicking over bunnies, would mean that the zebras aren't sissies like the ponies.

2 - Zebras do have the longest penis of the horse family. Which is used to kill the fetus of zebra mares of another male zebra when a new male takes over the old male's harem.

3 - Zecora isn't going to be doing the rhyming thing as it's too much work for me to do that.

!


	16. Chapter 16

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

"Oh! Hurry up, Spike! This place isn't gonna clean itself!" Twilight said as she over saw all the work being done for a royal visit. Both of them are in the treehouse fixing it up.

"It also didn't mess itself up," Spike said.

"Princess Celestia and Molestia will be here tomorrow!" Twilight said.

"I thought this was just an unofficial, casual visit. They're here to talk to Sunset about something personal," Spike said.

"There's nothing casual about a visit from royalty. I want this place to be spotless, and you've barely made a dent in the clutter," Twilight said as Spike is busy picking up her books.

"Maybe you should, ugh, start reading them one at a time," Spike said putting the books on stacks.

"Everything's got to be perfect. No time for fooling around," Twilight said.

"You know, this would be an awful lot easier if there weren't two of us here getting under each other's feet," Spike said.

"Great idea. You clean, I'll go see how everyone else's preparations are coming," Twilight said running out the door.

"Or maybe I should...," Spike stop as he saw he's talking to no one.

Outside Twilight came upon Golden Harvest and Dew Drop putting up a banner with Princess Celestia and Molestia on it. But the names of each princess was shorten to Cel and Mol.

"What happened to the rest of their names?" Twilight ask.

"We couldn't fit it all in," Golden Harvest said.

"You can't hang a banner that says "Welcome Princess Cel & Mol". Take it down and try again," Twilight said.

"Neither of my moms will care that much," Sunset said appearing behind Twilight.

"But...," Twilight said but was cut off by Sunset.

"If either of my moms have a problem with the banner, Golden Harvest and Dew Drop can just make it up by sucking my moms off," Sunset said.

"What?" Twilight ask.

"As if either party would mind that. Everything revolves around sex so why are you acting so surprise?" Sunset ask.

"Because you're... not really like this. Saying they should have sex with your moms, when you... really don't like it," Twilight said.

"That's because you and the others don't know when to quit," Sunset said.

Ever since Zecora became the newest member of her herd and she made herself right at home, still living in Everfree but visits the town more. The morning and breakfast after the big orgy and agreeing to make her apart of the herd. Zecora shoved her cock back inside her pussy and didn't take it out for the rest of the day, saying she wants to thanks Sunset for letting her into her herd. She fuck her over and over again filling her up with her hot seed each time she came. Then she collapse on top of her and fall asleep pinning her to the bed. All she could do was feel her cock go soft, then start to harden again as she regained her strength for another round. Finally Zecroa would awake fully erect and start fucking her all over again, for the whole day. Zecora spewed so much cum inside of her, Sunset started to feel full. She couldn't empty any of it since Zecora kept her huge cock plugged inside of her pussy the whole time. After the twelfth straight fucking Zecora had dumped so much cum inside her womb that her stomach started to ache. Then she collapsed right on top of her small body and lay there the whole night. And throughout the day her other herd mates took turns feeding their cocks to her. The only rest she got was when she needed to use the toilet where she could also empty herself out, and her soiling herself would had been worse then her throwing up. Which is why no one ever stops her from using the toilet when she says she needs to use it.

"Well... we just can't help it," Twilight said blushing.

"I miss having mom around when we have sex. At least when I said, I have enough she keeps you girls from having more sex with me. Even if it is her fucking or having you all fuck her," Sunset said still weird her out in the fact she had shared a bed with her mom while she is having sex.

"Your mom is a legend for her sex drive," Dew Drop said.

"I wish, I can have sex with her," Golden Harvest said.

"Feel free to have sex with Twilight or any other of my herd mates," Sunset said.

"What?" Twilight ask.

"I need a break as you girls been having sex with me nonstop for the last few days," Sunset said. "Just spread the word that after my moms visit everyone who helps can have a orgy with my herd mates."

"Hey!" Derpy said overhearing what Sunset said. And she isn't alone as the rest of the herd is with her.

"Oh please as if anyone of you would really mind being in a pile of sweaty bodies grinding away at each other," Sunset said causing her herd mates to blush. "Or since Twilight is the one who got all of you to setup all of this for my moms. She can be the center piece of the orgy."

"All right," every mare said.

"What!" Twilight ask feeling dread remembering what happen with Applejack even if it was mostly cause by the sex oil.

"You're the one who has every mare working their butts off. Even when, I told you all of this is just wasting time. So afterwards they get to pound your butt," Sunset said.

"Oh pony," Twilight gulped as she turns her attention to the Cakes at their table with a twitch thinking about what's waiting for her tonight. "How's the banquet coming?"

"Uh...it would be coming a little better if...," Ms Cake said as she looks at Pinkie who is eating the bake goods.

"Mmm...," Pinkie moaned as she slurps up the food.

"Pinkie! What are you doing? Those sweets are supposed to be for the princess," Twilight said.

"I know. That's why I'm tasting them. Somepony needs to make sure that everything is tasty enough to touch the royal tongue, and I, Pinkie Pie, declare that these treats are fit for a king, or a queen, or a princess," Pinkie said still eating.

"Twilight, Pinkie, you won't believe... oh, I'm sorry. Uh, am I interrupting?" Fluttershy ask.

"No, not at all. Come on in and make yourself at home," Pinkie said still slurping up food. "What's going on, Fluttershy?"

"You won't believe what I found at the edge of the Everfree Forest. Come on out, little guy. It's okay," Fluttershy said to the little creature in her mane. And three small colorful bug like creatures came out.

"Three?" Fluttershy ask.

"They're amazing. What are they?" Twilight ask.

"I'm not sure. I'm also not sure where these other two came from," Fluttershy said.

"I'll take one off your hooves. I've never seen anything so... adorable. Besides, it'll be nice to have a companion for Spike so he won't bother me so much while I'm studying," Twilight said.

"Pinkie, do you want the other one?" Fluttershy ask.

"Ugh! A parasprite? Are you kidding?" Pinkie ask.

"Ugh?" Fluttershy ask.

"A para-what?" Twilight ask.

"How could you not like...," Fluttershy ask but was cut off.

"Ugh. Now I gotta go find a trombone," Pinkie said walking off only to be lifted in the air by Sunset using her magic on her.

"Not so fast there," Sunset said as she walks over to them overseeing and hearing everything, holding a empty metal cup.

"Sunset do you know what they are?" Twilight ask.

"Yes and I know how to deal with them. And as for Pinkie here who rather just walk off without explaining what's happening. Those things are parasprites a pest to farms like locusts. They don't need to mate to have offspring, all they need is enough food and then they spit out a copy of themselves. They're a prey species to many meat eaters seeing how fast they breed," Sunset said as she used her magic to grab the 3 parasprites and stuffing them inside the cup. And to the horror of the ponies she cast a fire spell within the cup burning the 3 parasprites to death.

"SUNSET!" Twilight shouted out. (1)

"What they're bugs," Sunset said as she spotted some crows on a roof and toss the dead bodies of the parasprites to them. Which they quickly fought over and ate.

"I was going to lure them away," Pinkie said.

"Yeah with music but I just handle a problem before it started," Sunset said.

"But they were so...," Fluttershy began to say.

"You wouldn't be calling them cute if they went around eating everything," Sunset said.

"The princesses are here!" someone shouted out.

Lookup up Sunset saw the royal carriage being lifted up a team of 8 royal guards and another 8 around the carriage.

"Looks like my moms came early," Sunset said as she walks over to the carriage as it landed.

"Hello Sunset," Celestia said as she and Molestia step out of the carriage.

"Hi moms," Sunset greeted them. "So what you wanted to talk about?"

"We and your aunts are preparing to go on a tour to the other countries, for talks and to introduce the new family members. And we want to bring you with us," Molestia explains.

"Ok," Sunset said as she would enjoy being with her moms and aunts.

"We're leaving tomorrow so you should pack your things you'll be taking with you," Celestia said.

"It be nice to be on a family trip," Sunset said.

"Wait who's going to be in charge of things while you're gone?" Twilight ask.

"You'll be and if there's any problems just call me on the phone," Sunset said.

"Hey can me and Octavia come along?" Vinyl ask.

"What? Why?" Octavia ask.

"So that we can host our radio show in other countries," Vinyl said. "Not to mention it's not like we have anything else to do."

"Well...," Octavia said as it's true that her band are on their down time. "How long will the trip be?"

"We should be back before spring," Molestia said.

"Great we can do a road tour with our show, giving advice to travelers about the ins and outs in other countries," Vinyl said.

"Too bad we can't go. We do have jobs," Moondancer said.

"Well I wish to go. It's been awhile since I toured in other countries," Trixie said.

"And it's been along time since I been in my home country," Zecora said.

"A zebra?" Celestia ask.

"She's Zecora my new herd mate," Sunset said.

"Oh yes the one you told us about who lives in Everfree," Molestia said eyeing Zecroa's body.

"That reminds me why did you leave a perfectly good castle just gathering dust?" Sunset ask.

"It simply became too dangerous for ponies to travel to the castle so I relocated to Canterlot," Celestia said.

"And leaving all the stuff in it," Sunset said.

"You been going there haven't you," Molestia said.

"Yes," Sunset said.

"She has been making trips there to collect old books," Lyra said.

"Well help us pack and my moms can enjoy themselves with the setup that Twilight got setup," Sunset said.

"Twilight you really didn't need to setup all of this up," Celestia said.

"That's why after we leave Twilight is going to let everypony who she got to work on this to fuck her," Sunset said.

"Don't I get a say in this?" Twilight ask.

"No," the ponies around her said.

"You're the one who got eveypony here to work their butts off for something that wasn't needed. So you're getting your butt fucked," Sunset said.

"We should leave before that happens. Don't want to delay things," Celestia said.

"Too bad," Molestia said who is more into sex then Celestia is. But the sooner the leave the more time she can spend with Sunset.

!

After the royals left -

Twilight gulp as she lay on her back on her blanket as she is surrounded by just about all the ponies in Ponyvile, all wanting to fuck her. A wave of fear coursed through her as she looked at the massive cock that is pressing against her sex. The cock belonging to Big Macky whose giant organ is over two feet long and six inches wide. The oldest member of the Apple sisters is just as big as Celestia is, due to her massive size. Twilight doubted she could wrap one hand more than halfway around such a monstrous appendage. The thought that she wanted to get that thing inside of her nearly made her panic and it was difficult to control her growing fear.

Her two sisters had a firm grip on her ankles and yanked her legs wide apart, eliciting a grunt of pain from Twilight. Big Macky jammed her cockhead against her small slit with greater force. There was a painful sensation and Twilight's eyes went wide as the enormous head of the shaft finally popped into her pussy, stretching it wide.

"GO SLOW!" Twilight screamed as her vulnerable pussy was invaded. Her eyes filled with tears and she struggled against the Apple sisters… to no avail. They laughed at her, mocked her, humiliated her. Twilight knew she was at the mercy of the ponies of Ponyvile, with the Apple sister being the first ones and was going to be brutally taken in front of an audience who all want a turn with her. The giant farm pony lunged hard into her and managed to jam nearly all of her massive hard cock into her in one thrust.

"AAAAEEEEEEEE!" Twilight screamed at the top of her lungs, thrashing her head from side to side, trying to shut out the massive pain. She could hear the ponies all laughing at her and urging Big Macky on with obscene cheers. Twilight had worked them long and hard to get ready for the princesses, which was all for nothing as they didn't wanted it to be a big deal. So they're taking it out on her body.

Big Macky fucking her moved forward so that her face was inches from hers. She lunged forward again and the head of her cock bumped up against Twilight's tight cervix, causing her to scream even louder. To Twilight it's like when Zecroa fuck her the first time and unlike with Sunset she didn't held back. Big Macky continuously battered away at her cervix, and each stab elicited a loud scream or grunt of pain and pleasure from Twilight. Finally she broke down her defenses and the massive head of her cock popped into Twilight's womb, filling the tiny space completely.

"AAAYYYEEEEE!" Twilight screamed as it's exactly like with Zecroa. The Earth muscle-stud had every inch of her gigantic cock inside her now and the agony is now being completely replaced by pleasure was incredibly intense. She felt like she had been split open and if it wasn't how many races are geared to sex, any pleasure she might have gotten from the sexual experience was totally eclipsed by the tremendous pain. The huge earth pony hauled back and slammed into Twilight again, using all her strength.

Big Macky began to power-fuck Twilight with rapid, hard, jackhammer thrusts. She was completely focused on the task at hand and her punishing pace and deep stabbing thrusts made Twilight nearly pass out from the shock and pleasure. Both Applejack and Applebloom have latched onto Twilight's breasts drinking their fill of her milk.

The steady sound of the impact of flesh slamming up against flesh resounded throughout the area. The loud smacks were accompanied by Twilight's loud screams and grunts of pleasure and the laughter and voices of the other ponies.

Finally, after a half hour of brutal fucking, Big Mack groaned loudly and bucked into her, holding her dick all the way inside her pussy. Twilight could feel the head of her dick pressing up against the back of her womb and realized what was going to happen next. There was a blast of thick goo that shot so hard that it stung her womb.

Twilight screamed as she came as her womb was pumped full of cum. Big Macky withdrew and fucked her slowly a few times, filling her pussy completely with sperm and leaving her womb packed full of her seed making up with sheer volume for how infertile it is. She finished up by smearing her cum-spurting cockhead all over Twilight's pussy lips and rubbing it up and down her slit, slapping her sex with her dick a few times. Then she got up and let the next pony who is Applejack to have her turn with Twilight.

On and on it went, each pony brutally fucking Twilight, one at a time, until every one of them had pumped their cum up her pussy. Twilight's pussy was a slimy mess of cum long before the last pony had finished fucking her, but the ponies seemed not to mind… in fact they seemed to enjoy fucking her cum-sloppy pussy all the more. Twilight's thoroughly fucked pussy was aching and sore from her continuous fucking. She thought that her ordeal was finally over but she was dismayed to see that the ponies were still sporting huge erections.

"Okay Twilight, you're gonna suck some cocks and get them nice and clean," Rainbow Dash proclaimed as the others gathered around her.

Twilight knew that she had to submit to their degrading commands if she were to ever get out of this. She was forced down onto her knees and there were huge dicks all around here. Every giant pony penis are covered in cum and pussy juice, from her fucking. She figures this is what Sunset feels like when she and the rest of the herd all want to fuck her.

Twilight groaned as a huge pony dick was pushed between her lips. She opened her mouth wide and was just barely able to get her mouth around the huge shaft. The pony seized Twilight's head in her hands and lunged forward, spearing her dick straight down her throat. Twilight gagged loudly as her throat was stretched by the massive cock and the pony didn't stop until Twilight's nose was pressed up against her belly. Twilight choked hard on the solid erection and could barely breathe with her air supply nearly blocked completely off. She felt dizzy, the lack of oxygen and the heavy scent of sex was intoxicating her, turning her even more on. When the pony pulled her dick out of her mouth, Twilight gasped for air briefly before she rammed her mighty shaft all the way down her throat again.

"Suck that big dick! We work out butts off for you and we expect to be paid well for our wasted effort!" Golden Harvest roared enjoying Twilight choking on her cock.

Twilight eagerly complied and sucked hard on the monstrously huge cock on every outstroke, the taste driving her on to get more. Her cheeks hollowed out around the rock-hard shaft and she looked up at Golden Harvest with eyes filled with lust. The muscular farmer pony held her head, tangling her hands in her long mane, and brutally fucked her face, pounding her giant penis down her throat again and again. Twilight constantly gagged and there was a rope of slimy saliva constantly swinging from her chin and the cock fucking her face.

"Suck my balls too!" Golden Harvest ordered pulling her huge dick out of Twilight's mouth, and lifting her cock in her fist. She placed Twilight's hands around the base of her cock. "Jack me off while you suck my balls."

Twilight slid her tongue down her long, wide cock and sucked on one of her huge nuts, barely able to get it completely in her mouth. Her cheeks hollowed out as she sucked Golden Harvest's balls while she pumped her cock in her hands. She switched to her other ball and sucked hard on it, too. When she had finally had enough she commanded her to suck on her cock again.

Golden Harvest fucked her face for about 15 minutes and then finally orgasmed, shooting great slimy ropes of sperm straight down her throat. She didn't stop until she was completely drained and Twilight was pretty sure that she must have swallowed a quart of sperm from her alone. She shuddered to think of what she would feel like after everypony had their turn with her, and felt so turn on at the thought.

The ponies of Ponyvile didn't waste any time. The next pony had her dick in Twilight's face almost as soon as Golden Harvest had stepped away. Another pony moved up and they both shoved their dicks in her mouth at the same time. Twilight uttered a gargled cry as the ponies pushed harder. They somehow managed to get both of their dicks halfway in and each pony jacked off as Twilight sucked on their cocks. Soon they both blasted her throat with their gooey seed and smeared her face with their semen. Another pony quickly stepped up and took their place. On and on it went, Twilight sucking off pony after pony, sucking on their balls, being roughly throat-fucked, and licking/tonguing their cunts. By the time they had all finished their oral fuck, Twilight's belly was so thoroughly packed with cum that it looked a bit swollen and distended. Her full stomach sloshed with all the slimy sperm that she had been forced to swallow and she felt rather ill. The ponies did not just shoot their cum down her throat, many had also smeared their cum all over her face and body. In fact, almost every inch of Twilight's body was covered in a thick layer of sperm. Her long mane was partially soaked in sticky cum and she could barely see, after catching a thick cumshot right in her left eye and, a bit later, another in her right.

"So this is where you been," Spike said walking up to the cum covered form of Twilight.

"Turns out all the work we did wasn't needed so we fuck Twilight," Applejack said.

"But all the food we made went to good use," Ms. Cake said. As the ponies waited for their turn they ate the food and help themselves to the drinks, recovering their strength.

"At least it's over now," Twilight said.

"No it isn't," Moondancer said.

"We still need to fuck your butt," Bon Bon said.

"What?" Twilight ask.

"We're all still ready to go," Lyra said as she presented her still hard cock to Twilight.

"This is the last time, I do something like this," Twilight said sighing as it's going to be an all nighter at the rate things are going.

!

Author's Notes -

1 - The entire plot could had been avoided if Pinkie had just explain things when the parasprite first showed up. And being a kid show they really couldn't show the ponies stepping on the bugs.

!


	17. Chapter 17

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

When Sunset woke up she saw that she was in a large room that reeked of sex and sweat. She was on her back on the same type of vinyl covered, padded, bench. Sunset let out a low moan as her vision slowly cleared and she regained her senses. She remembered that after she, Octavia, Vinyl, Zecroa and Trixie arrived to the castle with her moms. They went and had sex to get to know the newest member of her herd, Zecora and that got her pulled into the orgy. Which if she remembered right, she black out after her four herd mates and her moms cum all over her.

Sunset could hear many voices around her and she was covered in cum from head to toe. Her entire body was encased in many thick layers of sperm and she could feel a mouth on her pussy, her ass, her tits, and just now… her lips. She blinked in surprise as she stared into the eyes of a gorgeous black furred pony.

Sunset saw that all around her were huge muscular dark furred bat like pegasus. Sunset remember the off shoot of the bat pegasus ponies who lived in caves and dark forest areas. And unlike their daylight counterparts are bigger and stronger being the size of Earth ponies, who are also omnivores. They left after Luna was banished forming their own country, but it looks like with aunt Luna and Moon back they have returned. They are every bit as big and muscular as Zecora and their dark fur was a sharp contrast to the white coats she normally saw with the royal guards. (1)

The bat ponies all have delicate facial features. In fact, they had facial beauty to rival the non-bat ponies Sunset normally saw. Their manes mostly black are silky, and long… their jet tresses typically hung down below their shoulders. Their tits were incredibly huge and well-rounded. Between their powerfully-muscled thighs hung a dark heavy cock that looked like it could split a normal human woman in two. Each of these bat ponies sported a gigantic erection that are the same size as Zecora's at the smallest.

Sunset groaned as the bat giantesses jacked off all over her body and rubbed their big cocks against her naked skin. As soon as two or three had climaxed others quickly took their place. Sunset had no idea how long this had been going on but evidently from the thick layers of sperm all over her it had been going on for quite a long time. The bat ponies continued to slime her body and lick her pussy/tits/ass for another thirty minutes or so, leaving Sunset feeling very horny despite herself and all of the ordeals she'd been put through.

Suddenly one of the women seized Sunset and yanked her legs wide apart. Sunset yelped as she was spread wide by the muscular bat beauty. The bat pony rubbed her huge heavy cock back and forth on Sunset's soft, smooth, wet pussy mound and the hard member slid all the way up her stomach and poked at her tits. The bat pony then guided the bulbous head of her massive cock to the cleft of Sunset's pussy and rubbed the large mushroom shaped head up and down the slippery slit, not actually entering. There was genuine fear on Sunset's face as she stared up into the lustful eyes of the muscular bat pony. The bat pony if she's anything like Zecora would fuck her till she's fuck drunk and she'll be only the first.

"MOM!" Sunset shouted out causing all the bat ponies to stop.

"Girls stop," Luna said as she and Moon step into view along with Sunset's moms. The bat pony who was between her legs step away from Sunset.

"Mom!" Sunset shouted reaching out to them, which they quickly responded and pick her up holding her between them.

"And they were about to get to the good part," Luna said.

"I told you we needed to tell Sunset what is happening instead of her just waking up surrounded by your luna guards, ready to fuck her," Celestia said.

"Sunset isn't into sex as we are," Molestia adds.

"What's going on?" Sunset ask as she snuggles up between her moms.

"Well my dear niece. Me and Luna have reform our Luna Guards like the Royal Guards of your moms. And we're just giving them a proper welcome party, with them learning all of the royal family's scent. The bat ponies have much more powerful noses then other ponies and once they know a scent they can always track anyone. Which is why all the bat ponies of the Luna guard have been making sure they get a good smell of your scent and the best way was by making you sweat by sex," Moon explains.

"You and aunt Luna just wanted me to release the odor that my body makes when I'm highly horny," Sunset said as she gave her two aunts flat looks.

"Well that is to show how well train the Night guards are as they are able to control themselves even with how much your scent is effecting them," Luna said waving to the many bat ponies who are in the room about a hundred in number and all are sporting huge erections with some being on her moms level. "And you can see unlike the other ponies the bat ponies have embraced the never ending orgy that me and Moon wanted to bring over the land. Which is why their sex organs are so large for their body size. And are so muscular because they're the hunters who being like you eating both meat and plants, are the ones who keep the numbers of deadly animals under control."

"After I was sealed away they broke all contact with Celestia forming their own country," Moon said.

"I know all of that, I studied history and all the different races. And the reason why the bat ponies are never seen around here is because the other ponies are wussies when it comes to dealing with other races who eat meat and are easily scared. And mom who cuddles the ponies under her rule, hasn't done much to improve relationships," Sunset said.

"Sunset what do you mean by that?" Celestia ask.

"That you're out of touch with somethings like some issues with the tax system and laws that. Some ponies used to either screw the system or other ponies badly for their own gain. And when I was here at the castle with Trixie, I was the one who was handling all the paperwork, I made some reforms. Don't you remember that? I told mom Molestia about what I did," Sunset said.

"No she didn't," Celestia said glaring at her sister.

"I knew you wouldn't like the reform our daughter made so, I decided to back it under my name," Molesita said.

"MOM!" Sunset shouted out.

"Now dear, my sister wouldn't like the reforms and it took me and our other sisters to overrule her. So I thought it best to keep you out of it," Molestia said.

"Our sister has grown too use to her subjects in seeing her infallible," Luna said.

"But never mind that," Moon said as she walks up to Sunset who is still being held between her moms. "Sunset don't you want to be the center piece of this orgy?"

"NO!" Sunset snaps as she nestle between her moms. "Just shoving me into this without asking! Not to mention there are about a hundred bat ponies here."

"Sunset is right. Her body won't be able to handle all of them," Celestia said.

"And, I was just fuck silly by my herd mates. I want to sleep and not have to worry about waking up with someone thrusting their cock in me," Sunset said.

"It is asking Sunset to take all of them at once," Luna said.

"If anything she would just take them in small groups or one at a time," Molestia said.

"WHAT?" Sunset shouted out. "They're all so huge and... muscular like Zecora. And when she fucks me, I can't do anything but brace myself for the pounding she gives me. Which reminds me... Octavia, Vinyl, Zecroa and Trixie are all being fuck right now aren't they?"

Sunset got her answer as she was lifted by her mothers and was turn facing where her herd members are. And all four of her herd mates were being fucked by the bat ponies. Zecora behind was being pumped by a bat pony. Her breasts received attention from her hands, getting squeezed so hard milk began to leak from her nipples and into the mouths of two other bat ponies who are latched to her breasts. The zebra beauty's libido increased rapidly as the penis ravaged her cunt. Octavia's mouth was stuff by the cock of the bat pony who sat on her chest and using her breasts to squeeze the cock between them. Her pussy was invaded by another penis from another bat pony. Trixie was screaming in pleasure as her breasts were getting sucked by two bat ponies and her vagina came over and over again by the intense licking of a bat pony's tongue. As for Vinyl she is being triple teamed by 3 bat ponies filling all of her holes, while another is riding on her cock.

"Knew it. Just fuck them as it's plain to see they enjoy it more then me," Sunset said.

"Dear you do need to have sex with all of the Night guards," Celestia said.

"What?" Sunset ask.

"It's a tradition during the changing of the guards for the royal family to welcome them, or in this case the reformation of the Night guards," Molestia explains.

"It usually takes a week for me to see to each of the guards when I was alone. I had to keep up with the tradition while juggling the royal duties. So I usually take them in small groups of between 10 or 20, depending on how busy I was," Celestia said.

"10 or twenty?" Sunset said gulping as she barely is able to stand after all of her herd mates fuck her.

"But don't worry about that right now honey," Celestia said nuzzling her. "We can go to bed after we taken a shower. Me and Molestia be with you like I did when you first gotten your herd."

"And we do need to wake up early to get everything ready for the trip by airship," Molestia said.

"Me and Moon will be handling things," Luna said as she grabs two bat ponies by their cocks.

"And come up with how the group sex with Sunset be done," Moon adds.

"We'll be traveling by airship?" Sunset ask.

"Yes and the Night guards will be with us so they have all the time to be able to have sex with you," Luna said.

'At least moms will stop them when I say I had enough," Sunset thought to herself as she was carried by her mothers to their room. And wonders what else is in store for her on this trip.

!

Author's Notes -

1 - The bat ponies are the ones who guarded the ponies at night and are much stronger then normal ponies. They're as strong and big as Earth Ponies while being able to fly.

!


	18. Chapter 18

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Inside the royal chambers of the royal airship, Sunset began to wonder if the rest of her life will be like this. Here she is the adopted daughter of Princess Celestia like she had always wanted to be, with the princess she remembered. But she is also the daughter of Princess Molestia her moms... sister, with two aunts, Princess Luna and Moon. She has a family and is the royal heir to the throne and thanks to a spell is part ailcorn with the magic and long lifespan. She's learning how to be a ruler so she wouldn't lead Equestria to ruin under her rule. She has gotten all she had wanted and loves her new life with her family, but for one thing that keeps it from being a dream come true. All the ponies are all sexual depraved females, with the only thing keeping them from spending all their time having sex is that there are things to do to be able to survive. It seems when they let loose all the ponies who are above of age and the very old, have given to wanton appetites and carnal perversions.

Like how for the past week she's been subjected to the intense initiation process of the new bat pony guards who serve her aunts. Which had her being in the center of orgies with groups of 10 or so, with most of what she remembers are sexy bodies press together and carnal appetites that defy description. She spent most of her time inside the room she shared with her moms, with the days and nights of writhing and grinding bodies in sheer depravity. The bat ponies who are devoted followers of aunt Moon's old way of thinking of a world of nothing but sex, which their entire culture is base more around sex then other ponies. Which Sunset finds it hard to believe till she learned it first hand. Which they need as they're not very fertile, so any child born is always treasured and protected by the herd members.

The generations of a culture of sex and free love resulted in the bat ponies having the largest sex organs of the pony sub-species, with powerful bodies and unbridled sexual appetites. Which only Sunset's moms and aunts can match, with Zecora being a close second as Sunset has seen the personal on board the airship being fucked by bat ponies when they're off duty. The bat ponies left their partners near unconsciousness, leaving them aching from the convulsions of lust and positively bathed, inside and out of their sex fluids. Which for Sunset is true, in her being covered in sex juices after the group of bat ponies were spent.

The only good thing was that her moms and sometimes her aunts would be there with her when the bat ponies had sex with her. They kept the bat ponies under control and from all ganging up on her at once. And with them being so large and powerful, they would easily be able to have their way with her. Sunset was use to that with her herdmates already but with other ponies who aren't in her herd, it's the reason she keeps to herself. Seeing how her moms and aunts kept the bat ponies from trying out her butt. Her moms and aunts would fuck the bat ponies before or during when one of them was fucking her. With the favorite being a bat ponies being sandwich between either her moms or aunts or one of her moms and one of her aunts, double fucking the bat pony while she's fucking Sunset. It's something that she had most of the bat ponies do when it came to their turn in fucking her, which her family or any of the bat ponies minded. With two huge cocks pounding away in them and Sunset impaled on their cocks, the bat ponies quickly cum allowing the next bat pony to take her place.

At the end of each group having their turn with Sunset, left her on the bed covered in seminal fluids. Her stomach distended with the amount of semen in her stomach and womb, while her eyes were completely blank of all thought save lust as she drooled on the bed. She didn't even needed to eat afterwards as she was pack full of cum that's like a protein shake for her. From what she heard back in the human world, cum has a salty taste to it. But for ponies their cum taste quite sweet almost like sugar, which comes in different flavors that Sunset knows very well from all the cum she has drunk.

After all the bat ponies had sex with her Sunset has been just sleeping and staying in bed, recovering from all the fucking. She has an ice pack between her legs for the soreness and how much it hurts for her to walk. Her moms and aunts made it clear that no one is to bother with her till she recovers. And for her herd mates who are traveling with her, they're busy with the ship's personal and the guards. Which includes the day guards who weren't part of the orgies and Sunset is dreading when it came to the changing of the day guard and she with the rest of the family welcomes the new guards by having sex with them.

"Hello Sunset," Celestia said as she walks into the room with her sisters. All five of them are sharing the same room together, which Sunset doesn't mind as she likes snuggling up between her moms and aunts. And that she doesn't have to worry about anyone wanting to fuck her while she's sleeping. Her herd mates share a separate room which they shared with whoever joined them for some sex, which kept them busy from having sex with her.

"Hi moms aunts," Sunset greeted them. She glance up to see that they're all covered in sex juices. "Been having fun?"

"Well the day guards are jealous of the luna guards being able to have sex with you. So we been helping them to get over it," Luna explains.

"But they been hearing how tight and good you smell from the luna guards and your herd mates. And wondering if you're up to have sex with them as well," Molestia said.

"Don't worry they're not as sex machines like the bat ponies. But that's doesn't stop them from trying," Moon said.

"No!" Sunset snaps. "It still hurts for me to walk."

"Sunset needs time to recover," Celestia said lifting Sunset up with her magic and undressing her.

"Mom?" Sunset said blushing as she was undressed.

"We're going to take a bath and you should join us," Celestia said as she pulls Sunset to her with her magic and embraced her in her arms.

Celestia carried Sunset into the bathroom where they joined the rest of the family in the large bathtub. They showered off first washing away all the sex juices off of their bodies, before they enter the large bathtub for a good soak. With how much just about every race is able to cum, taking a bath takes awhile to scrub off all the cum that's been layered on bodies. And baths are very social thing around here as it's very common for group baths, helping to scrub the hard to reach places. Especially seeing how ponies are covered in fur and they really need to scrub to get clean.

Something that Sunset is grateful for her furless human body, with only her hair and her the feathers of her wings being the only things that she really need to scrub to clean. But with the drawback of her being the only one around who sweats when her body is overheating, and ponies likes the salty taste, not to mention the scent that comes from it. Her mom Molestia and her aunts when she visits would take her to a sauna and collect the sweat from her body. Which they in turn use as a base for the sex oil they make, that drives ponies into a sex frenzy. Her mom Celestia who joins in the sweat collecting seeing what might happen, always has the others as well as herself have sex before they collect the sweat. As Celestia has to keep a tight control over herself from letting her lust get the better of her and taking Sunset.

Sunset remembers the first time before Celestia made the rule for all of them to be worn out from sex. That ended up in Sunset finding herself pin in a four way hold as her moms and aunts press their giant breasts together with her in the middle. Both of her moms were pressed up on her front while her aunts on her backside. They actually lifted her up by their pressed together breasts, with Sunset's legs dangling off the ground. Then to her dread she felt all four of their cocks raising up between her legs, like hungry predators who found a helpless prey. Her moms and aunts were telling her how this is normal and they had sex with their mother her grandmother. With them trying to talk her into having sex and them pressing their sexy bodies against hers, Sunset could only look up to her mom's faces which showed only lust and the drive to fuck her. Sunset responded the only way she could as she was still fully human at that point and much more fragile then a pony. She started crying, which caused both of her moms to snap out of their trances stopping themselves and their sisters from taking Sunset. After that her moms and aunts made sure they did and do everything they can to make sure that doesn't happen again.

Sunset mind return to the present as both of her moms began cleaning her wings. She never knew how hard it is to have wings on your back, she really can't sleep on her back anymore without her wings getting in the way. Then there's the cleaning with great care being taken in keeping the feathers clean, her feathers on her wings effect her flight if they weren't kept clean and healthy. Of course she isn't that good of a flyer yet as she is still learning. Then there's her magic skills which is still rusty from her not using it for years, she is still getting use to the massive power boost her new form has given her. Her moms and aunts have been training her carefully so that her new magic won't cause her to overload. She has helped in raising and lowering the sun and the moon, which was just her leaning her magic to her family to get use to it before she tries to do it on her own.

"Sunset have you been taking care of your horn?" Luna ask as she leans over looking at Sunset's horn.

"You have been filing it down right?" Moon ask joining her sister.

"Yes," Sunset said. Unicorn horns continue to grow and need to be worn down to keep it from growing too long and to get rid of the the odd bumps.

"But not for awhile hasn't it?" Molestia ask.

"With all the sex, I have been having how do I find the time?" Sunset mutters.

"Sunset has been having alot of sex lately," Celestia said as she works on cleaning Sunset's left wing.

"I'm so tried and worn out from all the sex with the bat ponies," Sunset said as she leans back resting her back on her two moms.

"But all that sex has been fabulous for your body. All the sex is like an intense cardio workout, lots of squats and lunges. And drinking so much protein pack cum and nutrient rich milk. Plus rubbing it all over your skin does wonders, unlike our coats," Luna said.

"It must be something to do with how your human body keeps cool by sweating," Moon said.

"So smooth and silky," Molestia said as she rubs her fingers on Sunset's back.

"Mom stop that!" Sunset snaps. "I'm not going to have sex with any of you."

"I wasn't trying to talk you into having sex," Molestia said taken aback by Sunset snapping at her.

"We did just shove her into a tradition that she didn't know about. It's understandable that she'll be edgy," Celestia said as she takes Sunset and hugs her close. Which resulted in her pressing her giant breasts around Sunset's smaller body, which Sunset is well too use to being done to her.

"Mom stop that," Sunset said pushing herself out of her mom's arms and she couldn't help but looks at the mass of breasts flesh that she's pushing against and compared to her own pair. Both of her moms and aunts being over 9 feet tall justified them having breast sizes that are big as her torso.

"Hungry?" Celestia ask seeing Sunset staring at her breasts.

"Sure I can eat," Sunset said as she plunge her face into her mom's soft breast flesh and began suckling away on her mom's left nipple.

"There, there," Celestia said as she gentle held Sunset against her body letting her drink her rich milk at her own pace.

"We'll be soon at the Griffin kingdom to meet the griffin king Franklin," Molestia said as she continues to wash Sunset's body as she fed.

"Then it be off to the Donkey kingdom, the Buffalo lands, the Minotaur lands, Goat Kingdom, Elk Kingdom, the Diamond Dog underground kingdom, the centaurs and gargoyle kingdom, Zebra lands, meet the dragon lord, and visiting the undersea kingdom of the sea ponies," Moon said listing off some of the places they're going to be seeing. (1)

"Wait how are we going to visit the sea ponies?" Sunset ask taking her lips off of Celestia's breast.

"Magical transformation to allow us to breath underwater," Luna answers.

"But magic really doesn't work on me," Sunset said.

"We can just form a bubble around you," Celestia said as she shares a look with Molestia who nodded in response. They wouldn't let something like what happen to Sunset when they tried to transform her into an alicorn, with it only working half way and causing their daughter great pain.

"I'm not going to be having sex with them right?" Sunset ask staring at her moms.

"Not if you don't want to," Celestia quickly said.

"Then no. I'm not going to be having any other race's females with giant cocks being plunge into me," Sunset said.

"Well the goats, minotaurs, elk, buffalo, dragons, centaurs and gargoyle are all like humans in having two genders," Luna said.

"So you're not going to be dealing with just futas but others who are like you," Moon said.

"At least when, I was with the cows at the Apple farm they didn't try to have sex with me," Sunset said.

"Yes your scent doesn't effect other races like ponies," Molestia said.

"That's nice to know. They won't go out of control with lust then," Sunset said. "Which reminds me where are my herd mates?"

"They're in a pile of sweaty bodies where we left them with the other castle staff members who joined in on the orgy," Celestia said.

"Good, I can just relax without them wanting to have sex with me," Sunset said as she nestle her head on Celestia's breast and restarted suckling feeding on the rich milk as she is still recovering from all the sex she had from the last few days. She needs all the nutrition rich fluids she can get and her moms and aunts are more then happy to provide her with their milk.

!

Author's Notes -

1 - The show could show us more then just the ponies. It be nice to know how many other races are in the pony world.

!


	19. Chapter 19

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Sunset sat between her two herdmates Octavia and Vinyl being their guest for their radio show. They're in one of the rooms of the airship where the radio studio was setup. Both of them have been updating listeners to the royal tour of other countries. With how they reacted to Sunset, Moon, and Molestia the three new royal family members and the return of Luna. Most of the interactions with the different rulers of the other countries and races was them sitting at a table talking about trade, problems with boarders if that was the case, and their relations with the ponies.

The different lands and races are like what Sunset remembered but like everything else in this world the different races are open about sex, to different degrees. The Donkey, Griffin, Diamond Dog, Zebra, and Sea Ponies being futas are all as open to sex as ponies. The other races are more reserved in sex but only in that it belong behind closed doors. Then there's the cultural differences that guided the different races in how they had sex, which surprised Sunset. As many of the visits didn't ended up in sex with the different rulers. As many of the other races had closed relationships like the Elks who once they married never had sex with anyone else. (1)

For the most part the meetings with the royals were just talks and dinner. Sunset usually end up hanging out with the royal family's children. Which unlike ponies they were effected by her scent and making them want to have sex with her. Not that stop sex from happening. While the other rulers didn't engage sex with the exceptions with the futas who invited Sunset's older family members for some after dinner sex. Which Sunset declined offers of sex and offered her herd mates instead, but she did had sex with some of the royal heirs who she had gotten to know during their week or so while staying in the country. But she refused to have sex in large groups as she just wanted it between her and the one she's having sex with.

It worked till the trip to the Zebras where Zecora had called ahead where her family were waiting for them. Turns out Zecora's sister is part of the herd of the Zebra Queen's daughter. And it didn't take much convincing of the idea of a royal orgy, where not only the royal court of the Zebra Queen would take part of, including the royal herd of the royal family. Bu also Zecora's family who came to see her and it's a large family as like ponies they form herds together and Zebra herds are very large, with Zecora's family herd being 56 strong. The party had over 400 people attending not counting the castle staff and guards. With all of them eyeing Sunset to have sex with during the orgy and like Zecora are Earth Pony size with even bigger cocks depending on their body size and age.

"So Sunset how does it feel now that you're no longer a virgin as in taking it in all your holes?" Vinyl ask Sunset doing an interview.

"Sore what else," Sunset said remembering how the Zebra princess Xenia had grab her when the orgy began along with her personal servants.

"You have been putting off sex while we have been on this trip," Octavia said.

"That's because I didn't want this trip to be just about sex. So I only had sex with a few people as, I'm tried of being the fuck toy for large groups. And having people who don't know when to stop," Sunset said glaring at Octavia and Vinyl.

"But you're so tight and smell so good and you're tasty," Vinyl said.

"Yes you are very tasty. I wonder if all humans are just as tasty," Octavia said.

"Well the mirror won't work for another 2 years give or take," Sunset said.

"So Sunset how did you like the last country we visited?" Vinyl ask.

"I could had done well without the week long orgy," Sunset said remembering the last stop on this royal tour.

Sunset had thought it would be a big party with sex at the end but it turns out for Zebras the orgy started first which the food and drinks are to be consumed when some of the party goers need a breather. A zebra orgy can last for days, which is why all the talks began soon after they came. Which left Sunset dealing with princess Xenia who is her age but much bigger in body size and a group of young Zebras who all wanted to fuck her. Sunset wrestled desperately wanting to remain within sight of her moms but futilely with the horny young Zebras who took her out of sight of her moms and herd members. She is quickly trapped under them, twisted onto her side as a huge zebra cock is shoved into her wet sex.

Sunset started to scream as the huge cock invades her tight sex, but is gagged by another cock being shoved into her open mouth, her hair being yanked on to force more of the cock deep into her throat. Sunet eyes widen as she felt someone poking her butt, she slaps, pushes, and kicks her hands and feet helplessly as she feels the last huge cock ram up her tight ass. Xenia and her two servants growl throatily as they pound their huge cocks into the ineffectually struggling pony princess, racing towards their first orgasm. They bounce Sunset's petite body compared to their bigger bodies between them, their huge cocks ramming into her tight body relentlessly.

Sunset hazily feels the build of energy as she absorbs the violence of their sexual fuck on her sexy body, driving her towards a massive orgasm. The three Zebras kiss each other deeply as their hands grope, yank, spank, and maul Sunset's sexy body. They scream out their pleasure as they orgasm into Sunset's tight body, spurting their cum deep into her. Cum leaks out of Sunset's mouth as she tries to swallow all of it, her stuffed sex and ass leak cum around the pounding cocks as the three zebras shoot massive amounts of cum.

Sunset gags around the cock pounding her throat as she feels all three cocks shooting hot girl cum into her body, driving her over the edge into a massive multiple orgasm. All the scent coming from her sweat pours out of her body and into the three Zebras, energizing them, as they continue to pound into her convulsing, sweat drenched body. Her scent attracted other Zebras which also got the attention of her moms who picked up her scent and realized that she isn't within their sight.

Once they saw Xenia with her cock buried deep in Sunset's butt, they quickly used their magic to pull them apart. Then they explained to Gabea the Zebra queen that Sunset had never had anal sex before, and Xenia using her 20 inch cock on Sunset for the first time, just hurt Sunset. Gabea apologized for her daughter and offered Xenia to be their plaything for the rest of the orgy. They accepted it and made sure Sunset stayed within their sights, as throughout the orgy they would often stop to make sure Sunset was still near them. But with Sunset having been taken in her butt her herd wanted to try it out as well. Which Sunset had to admit wasn't as painful as she thought it would be and it was more pleasurable too.

With that while Sunset's moms were busy fucking Xenia, Gabea help herself to Sunset's pussy as her cock is the same size as her moms at 25 inches and just as thick. Sunset soon found herself being fuck out of her mind as Gabea showed what a experience and fully matured zebra is capable of. As Gabea fucked Sunset she talked with both Molestia and Celestia as they fuck her own daughter Xenia between them. Of how much Sunset is so tight and tasty as she licks the sweat from Sunset's upper body as she fucked her pussy. Molestia and Celestia in turn said how easy it was for Xenia to be reduced to clay between them, as she must be more experience in fucking then the one being fucked. Then Vinyl step in and plunge her cock up Sunset's butt after lubing it up first, followed by Octavia, Trixie and Zecora. And all awhile Gabea showed how experienced she is and control she had by holding off cumming in Sunset till Zecora had her turn. All awhile both Celestia and Molestia kept Sunset in their sights so that no one would go too far in fucking Sunset.

Everything grows hazy after that, as Sunset found herself forced into various positions to service all the horny guests who switch places often to enjoy all of her. On her hands and knees, deep throating a cock and taking another cock in her wet sex with a pair of hands and a hot mouth mauling her firm breasts. On her back a cock titty-fucking her with the hard cockhead forcing its way into her mouth, a cock ramming repeatedly into her tight ass, her legs thrown over the one of the girl's shoulders. Sunset finds herself begging them to fuck her harder and faster, begging them to allow her to suck them, next she finds herself in the doggy position, one cock deep in her ass, another cock ramming in time deep into her dripping mound while licking a creaming wet cunny as a pair of hands jerk on her hair to urge her on.

Sunset hears them complementing her licking skill, sucking them, taking their huge cocks into her tight cum-splattered and sweat drenched body. With each orgasm releasing more of her scent, she re-energizes them so that they can keep fucking her petite body. Sunset finds herself draped over a chair sucking on a cock and feeling her legs spread far enough apart so that the other two girls can fit between, one cock thrusting into her tight ass as the other cock wiggles snakelike under her and into her dripping sex. Hours have passed, Sunset is gangbang into a whimpering wreak, as the party goers continue to pound harder into her exhausted body.

Celestia and Molestia would step in time to time seeing how worn out Sunset is, they took her out of the orgy and they rested at the buffet table catching a meal and sleep. The area around the buffet table and the closed off space where party goers can sleep to recover or use the bathroom, which no one is allowed to have sex while there. And for the next 4 days that's how it went for Sunset and the royal party, fucking in the orgy and resting with all the guards and personal on the royal airship able to join the orgy. Which allowed all of the staff to be able to fuck Sunset and all of Zecora's family got to fuck her as well. The last thing Sunset remembered is being fucked by queen Gabea while her moms fuck Xenia between them. With the mothers talking about their daughters and how Sunset refuses to have sex with her moms or her aunts. Speaking of which Sunset only saw her aunts time to time as they were in the thick of things during the orgy.

"All I remember are blurs of monster erections growing bigger and going deeper. The orgy kept me sperm packed for the week we were there," Sunset said.

"Well once we're back home you can relax," Octavia said.

"You're right about that, I'm going to be staying at the castle for awhile," Sunset said.

"Why?" Vinyl ask.

"Because the moment I get back to Ponyvile all of you in my herd be all over me. Especially the ones back home as they will all want to butt fuck me. Seeing how much you two been talking about how good it felt when you two were fucking me," Sunset said.

"Oh... right," Octavia said.

"Well you never let us before," Vinyl said.

"And everyone else in the herd will want to do the same," Sunset said.

!

Author's Notes -

1 - Even in a sex free world there be cultures where sex is seen as more of behind closed doors and only between two people.

!


	20. Chapter 20

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

At the highest point of the hill overlooking greater Hooveville a town close to Canterlot, the Pants mansion was busy to the degree of pure bedlam. The immaculate main hall inside the lavish two story estate buzzed and clamored with the small army of assembled workers, all of whom raced from one end to another throughout the hall and various wings of the mansion like a cluster of angry black and white clad bees. Preparations for the night's event was in full throttle. The dozen or so decorators brushed shoulders and half-butted heads with the eight plus caterers moving to and fro at a speed just shy of a sprint in the scattered tide of pony activity. The small team of electricians and construction workers had to half-shove their way through the living chaos in order to reach specific points and edges of the estate, taking hammer, nail, wood, electric wiring and plaster in the final touches of building the mansion. Even for a place as huge as the newly assembled home, the forty plus individuals occupying the space in such a mad mass of action made the manor seem as though it were about to burst from the inside out.

For all the madness and motion that had gone into building the elegant black colonial styled abode, the preparations for Fancy Pants welcome party made the earlier ordeal seem like light work by comparison. Upon crossing the grand threshold and entering the hall proper, one could only see open space composed of pure pearly white marble flooring, which echoed from the various clacks and clunk sounds of boots and heels racing about.

The lining of the walls along with the broad and skillfully curved diverting staircase to the mansion's second floor was shaded in a solid polar black, dark oak making up any and all woodwork. The two arching staircases led to corridors of wings east and west, the various rooms laid out in an enfilade fashion. Just beneath the staircase was a sizable half oval shaped wall, which was framed with a giant glass mirror encased in an onyx frame that reflected the hall and its workers.

The high risen ceiling made the acoustics of the many forces shouting requests. So much that some of workers felt an irrational worry of the huge crystal chandelier looming above the center of the hall would fall as a result of the reverb. Demands and calls for assistance almost deafening. In the far right wing of the mansion's first floor laid was a smaller parlor area fitted a slew of newly purchased comforts, and was settled with a purposely old fashioned looking fireplace on one of the far walls. The furniture, a small cluster of black mid-sized couches and love-seats, chairs of a solid and artfully decorated oak, and a huge old-fashioned table, also made of oak, which were all to be moved into the main hall later that evening, less than an hour before all of Fancy Pants carefully selected guest list had arrived.

Beyond the parlor and leading further into the back of the estate resided the enormous kitchen area, where a team of seven specially hired chefs had been assembled. Currently the chefs were engaged in a rabble of frenzied gourmet cooking. The intoxicating onslaught of aromas and enticing sounds of sizzle and sautéing meats for the few meat eating guests, soups, vegetables and such erupting in crazed order as the chefs belted at the top of their lungs various directions and requests.

Outside of the mansion in the front and back of the animated scenes, gardeners and craftsponies were putting the final touches on Pants lawn and backyard. The grass shaded a heavy and healthy green, the tall hedges trimmed to angular perfection. The workers toiled at near breakneck speed, their skills being pushed to brink and further to make everything perfect for their employer. An army of ponies like ants are putting together a masterpiece that was greater than the sum of its parts. And inside the mansion, standing in the center of all that chaos, was none other than Fleur de Lis, Fancy Pants mate.

"Tulip dear!" belted Fleur de Lis from the center of the hall, one arm outstretched towards a busied section of the room, the other hand set onto one of her wide curvy hips. Fleur de Lis found herself having to shout over the collective din of the crowd. "Make sure the caterers set aside all the silverware in the parlor until AFTER the cleaners have gotten to it! Dirt or dust on any of the utensils will NOT be tolerated! Peach, put up that warning tape on the stairs, please! The cleaners just finished the carpets, and the upstairs area is off limits as of five minutes ago! Cherry, be a dear and tell those chefs we need the final copy of the menu as soon as possible. Fancy Pants wants to observe it before the guests arrive!"

The reason for all of the fuss is that three members of the royal family are coming to the party. Both night princesses Luna and Moon, with their niece princess Sunset. Fleur had seen Sunset at the castle always near her moms or aunts, who are the only ones who can control themselves around her. The scent she gives off just cause her lust to raise and there's her looks, before as a human she was cute. But as a hybrid being part pony and human, has given her something that made many ponies want to take her. Which is why Sunset always is heavily guarded by her family, herd or guards with spells cast on them that prevent them from smelling her scent.

Fleur remembers what happen to the zebra princess after she butt fuck Sunset. All four princesses had fuck her throughout the orgy that the princess still can't walk without a cane for support. The zebra queen saw it as a fitting punishment for forcing herself on Sunset after her mothers and aunts already made it clear that Sunset isn't to be butt fucked unless she allows it. With Equestria being a major exporter of food to other countries the zebra queen didn't want any backlash from her daughter's action. So allowing her daughter to be used by the four older alicorns fucktoy for the entire orgy was a small price to be paid.

!

Inside the royal carriage -

Sunset sat on the side of the enclosed carriage as her aunts sat on opposite ends of each other. They're not alone as Cadance and Shining Armor are also traveling with them. Sunset was passing the time by reading reports and letters that Twilight has been sending her on the state of Ponyvile. It's been two months since the royal family had return to Canterlot with Sunset remaining with her family for the winter. She wanted to spend time with her mothers and aunts without her herdmates fucking her all the time. She just needed the rest from the grand tour and the zebra orgy, where she lost her anal virginity.

There's also her business ventures she has with Filthy Rich in expanding his store Barnyard Bargains. Like other retail stores in the human world, by Rich purchasing in bulk and slashing all prices. He also ships products all over Equestria by mail order and catalogs. With her help in securing an old warehouse to become the Barnyard Bargains of Canterlot. It be a warehouse store like the one that Sunset had worked for part-time in the human world. The target market is for other stores to buy from them to resupply their inventory, as well as selling to people who wanted to buy in bulk. And it's already doing well with many store owners coming to buy from the store. The store is nothing like anypony had ever seen as Sunset had modeled it after the warehouse store of the human world. Which has several checkout lines, a small restaurant selling food and drinks, a pharmacy, housewares, lawn and garden, health and beauty, sporting goods, toys, paper and cleaning supplies, pets, books, electronics, crafts, grocery, dairy, and bakery departments. There is also a small meat department for the meat eaters who live in Canterlot.

"Sunset what are you reading?" Cadance ask who is sitting next to her.

"Reading the sales figures of the different business ventures I have my fingers in. With all of my free time, I have been making some improvements here and there," Sunset said.

"You have been investing the royal treasury into these ventures," Moon said.

"They're paying off. The Barnyard Bargains sales figures are good as well as the the radios and phones are selling well," Sunset said.

"The human world has stores like the one in Canterlot?" Shining Armor ask.

"Yes and I can't tell you how hard it's been readjusting to a world without an internet or tv," Sunset said. She is missing how easy it was for her to spend hours using her smart phone looking up stuff online.

"The radio shows are pretty good and helps to keep up with the news," Luna said.

"But it is distracting," Cadance said. "Shining Armor spends alot of time listening to the sporting news."

"My moms and aunts are the same with the dramas," Sunset said before her face taking a flat look. "Which keeps their minds off from having sex all the time."

"We don't have sex all the time," Luna said.

"Most of the time when I'm working on the work desk, you, aunt Moon, and my moms are on the bed fucking away with some pony," Sunset said before glaring at her aunts. "Or each other while I'm stuck doing all the paperwork."

"You all shouldn't be giving Sunset so much work to do," Cadance said.

"You're part of the sex most of the time," Sunset snaps.

"Well... I...," Cadance began to say but couldn't think of what to say.

"Sunset you're stressing out. Some sex will relieve the tension," Moon said.

"No," Sunset said with a dry look.

"Sunset sex is a wonderful thing and yes the orgy with the zebras got out of hand. But you shouldn't let that ruin sex for you," Luna said.

"I'm going to get plenty of sex once, I return to Ponyvile in spring," Sunset said. (1)

"And that the others who haven't butt fuck you will be wanting to take you there," Moon said.

"I'm not looking forward to that," Sunset said.

"Well prepare for you to be triple penetrated, Cadance said.

"I can barely take them spit roasting me," Sunset said.

"They could take you like me and Moon do. With us standing with our fuck toy being squeezed between us and our cocks and balls pressed against each other as we pump our toy up and down on them. Even if it leaves it hard for someone else to jam another cock down their throat, to stop them from shouting how much they want it," Luna said.

"Speak for yourself! I love hearing broken toys craving for my cock," Moon said.

"You two are more sexual active then either Celestia or Molestia," Shining Armor said having been trap between each of them quite a few times.

"We are much bigger then our sisters when it comes to cock size. And we know how to pace ourselves when we're fucking the brains out of someone," Moon said.

"Yeah, yeah, yeah," Sunset said. "You told me how to take it easy, enjoy the ride and make the mare beg for mercy before following though and painting her womb white right?"

"Yes that's right," Moon said.

"Which I can't do seeing I don't even have a cock," Sunset pointed out.

"We were going to give you one when we were transforming you into a pony... but with what happen when we did it the last time. Your mothers won't risk it again," Luna said.

"Seeing how it would had killed me," Sunset said as she was little more then skin and bones after the spell. The transformation spell had sucked away at her body to fuel her bigger body mass, horn and wings.

"I think that if you gain some extra weight first the spell would work this time," Moon said remember how transformation spells that added new body parts and body mass the user would gain lots of weight first.

"I'm happy as I am," Sunset said.

"Yes but your mothers are looking forward in you gaining a cock. They often dream of pinning a pony between them while they're standing and fucking her brains out. And you joining them, being held up in the air by their magic as you stuff the mare's mouth with your cock," Luna said.

"Well that would let me see what it's like to be like everypony else, I'm happy as I am," Sunset said. "Besides I'm thinking that your sex drives are higher are linked to having both sex organs. But then again seeing how much cum I have been filled with I'm surprised that, I'm not pregnant at this point."

"We would be having a nation wide celebration when that happens," Luna said.

"And I'll be staying in the castle with all of you watching over me till, I give birth," Sunset said.

"Of course, we can't be too careful," Moon said.

"Well that won't be a long time as I'm not planning on having a child till, I'm good and ready. I'm too young to have children yet," Sunset said.

"You were just a teenager when you where in the human world, 16 right?" Cadance ask.

"Yes but now after, I was transformed into this hybrid form. I have no idea how old I am now," Sunset said.

"Well till you're around the age of 50 you're still considered to be a child," Shining Armor said.

"My moms and aunts do treat me as one," Sunset said.

"They can't help it. You are so small compared to us," Luna said.

"I'm still growing," Sunset said.

"Well now that you're a ailcorn you're going to be maturing much slower then a normal pony," Moon said.

"I'm still not fully grown ailcorn," Cadance said.

"How old are you?" Sunset ask.

"I'm 107," Cadance said.

!

At the Pant's mansion -

Once they arrived at the party, Sunset was surprised that Vinyl and Octavia are at the party as well. Octavia came with her musical ensemble or as Vinyl calls them a band. Octavia's band has 3 other members, Beauty Brass who plays the sousaphone, Frederrick Horseshoepin who plays the piano, and Parish Nandermane who plays the harp. Vinyl was there to setup the speakers so the entire first floor of the mansion be filled with music.

Sunset talked with Octavia's band mates who like Octavia are very elegant in how they held themselves and dressed. All 3 are Earth ponies and are all around the same height and body mass of Octavia standing around 8 feet tall. And while they all worn formal wear, all of them had the busty and powerful bodies that's normal for Earth ponies. Their dress shirts barely holding their giant breasts back and their dress pants did little to hide their equally huge cocks that, Sunset guessing be around Octavia's size at 18 inches or more.

Then Sunset met with Fancy Pants and her mate Fleur de Lis. Fancy Pants is just like her male counterpart all fancy and such, with the manners that she sees all the time with other nobles. But of course unlike back in her world, Sunset has seen the nobles unlike the ones she remembers throwing off their high class manners and joining the lower classes for sex. Fancy Pants in this world is a normal unicorn by this worlds standards anyways with her having the same body type as Twilight but larger due to age and unlike Twilight, Fancy Pants has a much larger cock.

Then there's Fleur de Lis who is a slender unicorn who Sunset learned is a model and it's easy to see why. Fleur de Lis has a body that's like her moms, but smaller due to her standing only around 7 feet compared to her moms over 9 feet nearly 10 with her aunts only slightly shorter by a few inches. Fleur de Lis body was on full display thanks to the black dress she wore that has straps that covered her nipples from view but showed off her giant breasts that out sized many other mares that Sunset has seen, and the front flap did little to hide her cock from view. In all she has the same body type as Moondancer and Trixie but only bigger all around, but looking down at her cock Sunset guesses that it's the same size as Trixie around 20 inches but looks to be much thicker and has veins covering it.

The party was like many of the other upper class parties that Sunset had attended with her mom in both worlds. The only differences was the display of all the sexy bodies. But the core of it was nobles talking about business deals, nobles playing the great game in strengthening their power bases and destroying the power bases of their rivals. And like before after becoming the royal heir they all greeted her and talk to her a bit, trying to gain something from her. It did allow her to talk to some ponies who are very interested in the business venture she has with Filthy Rich. Many are offering their own services for the ideas Sunset has from her time in the human world. It did get her some mares who are interested in using their factories to mass produce items for the warehouse stores, Sunset is planning on opening. Which also the guests who are other races are also interested in as the tale of the warehouse store Barnyard Bargains had spread to other lands thanks to travelers. There is already some business owners in other countries who are copying the idea opening their own warehouse stores.

Then there are the machines the radio and telephone that Sunset had introduced. The factories where they're made are barely keeping up with the demand for them. Many of the nobles and the rich have been doing their best in getting on Sunset's good side so that she'll get them the contract to make something she had seen in the human world that she wants to market. The two owners who owns the factories that make the radios and telephones much more wealthy rising their ranking in the upper classes and their standing with their peers. Making business deals and connections is one of the things that Sunset has picked up on with all the royal parties.

Then it happen as it always happen during parties in this world. It started out small at first, two mares in a corner or a little ways away from the main crowd but it always spreads till just about everyone in the party start having sex once someone starts using the sex oil. Seeing the sex party beginning Sunset made her way to her aunts to keep her protected from lustful mares. This happens even at royal parties but there when the orgy began Sunset would be taken to her room by her mother before she left to join in after making sure she was safe.

Sunset spotted her aunts on the second floor that over looked the main hall. Both of them are talking with Fancy Pants and Fleur de Lis about something. And from the looks of things both her aunts are interested in having sex with the couple. Once on the second floor Sunset got a good look at what's happening down below.

The main hall of Pants manor had melted into a mass of intense moans and labored grunting. The image of it, chaotic as it was, which was that of a wet clamoring mess, a dog pile of different furry colored bodies of ponies peppered at essential points and edges with the party guests of different races scattered everywhere across the hall, all of them stuck or transitioning from sex position to another.

The flow of the Pants orgy went something like this; the fifty some odd attending guests, the nobles and rich ponies, had fallen into the throws of lust within moments of the spraying of the sex oil. They had taken to each other like moths to the preverbal flame, and hadn't given so much as a thought or concern to why they were suddenly so uncontrollably horny. All they knew was that the flesh around them was activating their reproductive organs in the worst way possible, and their parts simply demanding to be used as hard and fast as they could manage.

"Sunset ready to join in?" Luna ask seeing her niece.

"No," Sunset said.

"She's been like this since what happen with the zebras," Luna explains to their two hosts.

"I see," Fancy Pants said.

"If, I go down there the ponies won't be able to control themselves. And there's no way, I'm going to let myself be the center piece of an orgy of that size again," Sunset said.

"Aww, don't cry Sunset. We aren't going to let anyone fuck you if you don't want it!" Vinyl said cheerily walking up the stairs with Octavia's band. All of them have exposed themselves, unbutton shirts and unzipped pants or in Vinyl's case a hiked up shirt and skirt, showing off their bare breasts and ridged cocks ready for sex.

"You all just want to fuck me yourselves," Sunset said glaring at her two herdmates.

"Well you can't blame us. You been gone for months and we only have ourselves to play with. We all miss you," Vinyl said.

"I know what well make you feel better!" Octavia said before grabbing Sunset by her head and shoving her breasts into her mouth.

The action was so sudden that Sunset didn't even have time to gasp before the nipple was in her throat. Sunset tried to pull away but Octavia wrap her right arm around her body while using her left arm to hold her head in place. But once the milk touch Sunset's lips she couldn't help but start suckling away at the tasty liquid.

"Sunset just loves big breasts and suckling away at them to get some milk," Moon said.

"It always calms her down," Luna adds.

"And gets her into the mood for some loving," Octavia said as she lifts Sunset up into her arms and held her to her chest.

"You can use one of the bedrooms," Fancy Pants said.

"I would love to join you all but we have to stay here and entertain our guests," Fleur de Lis said as Moon grabs her by her breasts and pulls her against her larger body, their huge breasts pressing against each other.

"Yes entertain us," Moon said as she began making out with Fleur de Lis as she push aside her clothes to expose her naughty bits.

Sunset was taken into a spare bedroom and placed on the bed after the horny mares had strip off her clothes. All the mares likewise took off their clothes revealing their busty bodies for full view. And once again Sunset found herself surrounded by horny mares ready to fuck her brains out with their giant horse cocks. Looking over Octavia's band mates all of them have the same body type as she does, big and powerful busty body but slimmer and softer then that of the more hard working Earth ponies like Bon Bon or Applejack. All four have hourglass figures thanks to their large breasts and hips attached to large butts. Sunset likes Octavia as she does have a powerful body but doesn't have the muscular body like Zecora, Bon Bon, or Applejack.

"Alright girls I'm first," Vinyl said as she got onto the bed stroking her 15 cock. "Got to loosen her up for all of you."

"Ok girls I'll have sex with all of you but no anal," Sunset said as she hates to admit it she does miss spending time with her herd mates. Even if they're all horny all the time.

"Alright," Octavia said as she turns to her band mates. "Don't any of you try having butt sex with Sunset. She only let us do it because it was already too late after the zebra orgy."

"And I don't want to be butt fuck," Sunset said.

"Let's just get onto it," Vinyl said as she grabs Sunset's head and pulls her down to her groin and stuffs her cock into her mouth.

Vinyl moaned with bliss, her eyes closing as she leaned her head back and began thrusting into the Sunset's mouth. Her cock felt as though it might melt in Sunset's hot little mouth. Sunset regained her senses and tried to pull away only to have Vinyl yank her head harder, forcing her cock deeper into her throat.

As Vinyl fucks Sunset's mouth, Sunset could taste the unicorns precum on her tongue and was forced to swallow reflexively. The contractions of her mouth and throat muscles drove Vinyl to the edge and she squealed with pleasure as she came in Sunset's throat. Her thick cock effectively block her cum from dripping out, forcing Sunset to swallow every drop of cum that came her way.

Sunset swallowed another load of hot salty spunk from Vinyl's rod as the unicorn came almost endlessly in her mouth. Sunset head began to feel light, her body hot with arousal. Her creamy cheeks quickly flushed red as her nipples hardened almost painfully. Her every sense was becoming more intense, touch, sound, taste, smell, all of them getting stronger with every swallow of cum. Her pussy felt as though it were of fire with raw need. Her entire body tensed up as she came almost instantly.

Vinyl pulled her still cumming cock out of Sunset and quickly got behind her and thrust her cum covered cock into her. As Sunset started to moan as Vinyl started to fuck her from behind, Octavia took Vinyl's place in Sunset's mouth.

Octavia grinned as Sunset screamed in ecstasy around her cock as Vinyl took her other end. They began bouncing Sunset's body between them having spit roasted her plenty of times with each other and their other herd mates. The unicorn smiled as she thrusted into Sunset and groaned with pleasure as Sunset pussy contracted around her cock.

"Damn Sunset, when's the last time somepony fucked this cunt, it's virgin tight!" Vinyl said through clenched teeth as she fought against an impending orgasm of her own. She wanted to savor this, and enjoy every single thrust into the woman bent down in front of her.

"She hasn't had sex with anypony since our trip months ago," Octavia said as she matches Vinyls thrust so that they both go in and out in sync.

Sunset for her part could only hanged on as her two herd mates fuck her brains out. The taste of Octavia's and Vinyl's cum filled her stomach, making her as horny as her mates. Breast milk from ponies as well as their cum does something to her that's like how her sweat does to them. Milk relaxes her body and mind, while cum unlike the salty cum of the human males she heard about are like sweet fruits, causes her to become very turned on.

Both her herd mates were in no rush to cum as they fuck her between them. Vinyl having already cum once and Octavia who like other Earth ponies, Sunset has been with take their sweet time to cum. All awhile Sunset cum and cum as Vinyl thrust her cock into her, hitting all of the right places. Then with a moan Vinyl came a second time filling up Sunset's pussy with her cum, not stoping fucking her as she rides it out. Seeing Vinyl cumming set off Octavia who pulled out of Sunset's mouth as she was cumming so she wouldn't drown Sunset, and ended up spraying her cum all over Sunset's face.

Sunset blinded by cum in her face couldn't see what was happening as Vinyl pulled herself out of her. Sunset let out an eep as she was lifted up and Octavia shoves her bigger cock into her cum drenched pussy. She held Sunset up against her body, with her big breasts pillowing Sunset's head as she fell onto the bed on her back with Sunset on top of her.

Sunset was wondering what was going on in this new position but her question was quickly answered as 4 tongues began cleaning her face. Once freed of cum Sunset saw Beauty Brass, Frederrick Horseshoepin, and Parish Nandermane had climbed onto the bed helping Vinyl to clean her up. As Octavia thrust upwards making Sunset moan in pleasure the four other mares ran their thick and powerful tongues up and down on Her sweat covered body. Beauty, Frederrick, and Parish tasting human sweat for the first time understood why Octavia talk so much about princess Sunset. They knew that the new sex oil is made using her sweat but tasting the salty liquid that covers her body, they couldn't get enough. But once they tasted the juice from her cunt that's mixed with Octavia's and Vinyl's cum they like her herd mates became hooked.

They broke away from Sunset's lower body and move up on the bed and surrounded her head. As one they presented their rock hard cocks to Sunset who began giving both Beauty and Frederrick hand jobs and worked on Parish cock with her mouth. Vinyl was content with licking Octavia's cock as it thrust into Sunset enjoying the flavor of cum and pussy juice. All waiting for Octavia to cum so they can switch places.

For the rest of the party they continue like this, after one cums another pony takes the mares place. The mares kept emptying their balls into Sunset, making her belly become bloated from all the cum being pumped into her. Seeing how bloated Sunset has become Octavia and Vinyl stop Beauty, Frederrick, and Parish from having more sex with her till she recovers. As they told them that once Sunset becomes this bloated, it's very easy for her to throw up that completely ruins the mood as she often make sure she throws up on the ponies around her to make it clear that she had enough.

So Octavia and her band mates all teamed up on Vinyl taking her all together, while Sunset rested on one side of the bed. Beauty and Frederrick are stuffing her pussy and ass, Parish stuffing her cock in Vinyl's mouth and Octavia riding on her cock. And this is what Cadance and Shinning Armor walked into after they were told by the two night princesses who were in the thick of the orgy happening downstairs, where Sunset had gone off to.

"There you are Sunset," Cadance said walking up to the bed.

"Looks like you been having fun," Shinning Armor said. Both of them are naked and dripping with sex juices.

"I'm too full for more sex," Sunset said grunting from all the cum in her.

"No it's time for us to go home. Your moms want you home before they go to bed," Cadance said.

"Carry me," Sunset said to Shinning Armor. She also got a good look at Shinning Armor's body without her armor. She's powerfully built compared to other unicorns thanks to all the training she does, like Applejack's body but is less busty compared to Cadance. And looking downward has an impressive 17 inch cock.

"Yes princess," Shinning Armor said taking her into her arms.

"What about my aunts?" Sunset ask as she was carried.

"They're staying to enjoy the orgy more," Cadance said.

"And we're coming too," Octavia said as she and the others pulled away from each other and began dressing themselves after wiping off the cum on their bodies with some blankets.

"Why?" Sunset ask.

"Well after the party me and Octy were going to the castle to meet up with the others," Vinyl said.

"What?" Sunset ask.

"Vinyl! It was suppose to be a surprise," Octavia snaps at Vinyl.

"Surprise?" Sunset ask before her eyes narrowed. "Let me guess all of my herd mates were going to surprise me by showing up at the castle for the holiday and spend the rest of the winter celebrating the winter cheer and having lots of sex."

"That's the plan. There is only one week left of winter and we want to spend it with you, having sex with you to make up for all the time away from you," Vinyl said.

"And that we want to celebrate Hearts Warming Eve with you," Octavia said.

"Just great," Sunset said. She then turns to Octavia's band. "What about you three?"

"We're not part of the herd but we are close to Octavia and would like to spend time with her," Beauty said.

"Fine you three and Octavia can play for the Hearts Warming Eve party," Sunset said as she did like the music they played. And wonders what the rest of her herd have in store for her.

!

Author's Notes -

1 - Seeing how it doesn't make sense in how all the adventures Twilight and the others had in the show took just a year. Which somehow has two winters passing for them, the fic won't be following that time line in the show.

!


	21. Chapter 21

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Once Sunset returned to Canterlot with Vinyl and Octavia with her band mates Beauty Brass, Frederrick Horseshoepin, and Parish Nandermane. The rest of her herd mates were waiting for them, Twilight Sparkles, Minuette, Lemon Hearts, Twinkleshine, Lyra Heartstrings, Bon Bon, Moondancer, Trixie, Zecora, Derpy who brought her daughters Dinky and Amethyst Star. They're not alone as Twilight had also invited Applejack, Rainbow Dash, Pinkie Pie, Fluttershy, and Rarity. Which left Sunset facing 22 horny ponies who all wanted to fuck her brains out.

"Sunset I have a surprise for you," Twilight said as she and the other ponies undress themselves once they're all in the royal bedroom.

"Which is?" Sunset said watching as all of the ponies revealed their busty bodies to her.

"Since you been away I have been taking the potion that Zecora gave me and here's the results," Twilight said revealing her penis which has grown to a thick 14 inches and her balls have grown to the size of a pair of apples. Which is perfectly normal as all the ponies she have seen balls come in one fruit size or another, mostly in the handful size to needing both hands to hold.

"All of your herdmates have been saving up just for you," Molestia said as she and Celestia join in on the orgy.

"Ok but why are they're here?" Sunset said pointing to the element bearers. "Rarity and Fluttershy are ok but the others aren't."

"Well they have been helping me with problems around Ponyvile since you been gone," Twilight said.

"Fine," Sunset said.

"Now Sunset it's time for a good fucking to release all that pent up stress," Celestia said as she lifts Sunset up with her magic.

!

Sunset's POV -

I was lowered lowered onto the king sized bed I shared with my mothers and surrounded by horny ponies. Lemon Hearts and Twinkleshine take turns kissing me, nibbling my ears, and using their tongues on my neck. Bon Bon and Lyra Heartstrings attack my breasts, pinching, biting, and sucking my nipples. Trixie and Moondancer grab my ankles, spreading me wide. Minuette climbs between my thighs, using her broad tongue to tease my folds. I let out a throaty moan, overwhelmed by so many pleasing me at once. I reach out, finding two stiffening cocks, and start slowly stroking.

I gasp as Minuette teases my clit, while slipping two fingers into my wet pussy. The two holding my legs start tickling the back of my thighs. Their fingers dancing from knee to cheek, and back again. It piggy backs onto Minuette's licking, drawing a tight knot in my belly.

"Push her legs back a little," Minuette commands Trixie and Moondancer who lifts my butt off the bed slightly. "Little more... there perfect."

She spreads my cheeks apart, before diving into my cunt. I yelp as her broad tongue caresses, and penetrates my tight cunt. Derpy leans in with a wink, rubbing my clit, and fingering my ass. The knot draws tighter and tighter.

I'm sweating, and not just from the heat given off by my furry lovers. I bite my lip, a long moan escaping my enraptured body. The knot is close to snapping. I arch my back, my breathing reduced to a staccato rhythm. I'm so close. I stop stroking, gripping the sheets hard under the multi-pronged assault on my willing body. Just as I feel like I can't take anymore, the knot releases.

I shake all over, a quivering, warbling sound issuing from my open mouth. I close my eyes, letting myself be swallowed in the sensations rolling through me.

"FUCK!" I bark, closing my eyes as the girls continue to work my cunt and ass. Just as I feel like I can't take anymore, they stop. All of them back away as I ride out the last of my orgasm. I lay there until I catch my breath, then sit up.

"Yes you really are pent up," Celestia said leaning into view.

"And we just fuck you," Vinyl said who is with the rest of the band who had fucked my brains out a few hours ago. They're with my other mom Molestia, who is enjoying all of their attention on her body.

I smile back, blushing a little, "Okay. So Dinky's going first. Now that Twilight isn't the smallest anymore."

"Well she is still the smallest for a unicorn while Dinky is still a fowl," Rainbow Dash smirks, as most pegasuses don't grow that big, with some exceptions like Fluttershy.

"HEY!" Twilight snaps as the others giggle at her.

"I'm still thicker then her," Minette said.

"Dinky at 10 inches, Rainbow Dash 13, Twilight, Minette 14, Twinkleshine, Vinyl 15, Lemon Heart, Lyra, Amethyst 16, Derpy, Pinkie Pie, Fluttershy 17, Bon Bon, Octavia, Rarity, Beauty Brass, Frederrick, Parish 18, Moondancer, Applejack 19, Trixie 20 and Zecora at 24," I listed off the ponies by their size and with 22 horny ponies in front of me, even with my mothers to help wear them out. It's going to be a very long night ahead for me.

"Can you suck me off first?" Dinky ask as she got onto the bed.

"As many times as you want," I said to her.

She grinning like a kid on Christmas morning as I worked my way down her cock, swallowing her until my nose touches her soft fur. She whimpers, her legs shaking as my tongue works the underside of her shaft. I retreat to the tip, before plunging back in. I squeeze her balls with one hand, while stroking Rainbow Dash with the other while she waited for her turn. The others cheer her on, the hardest are her sister and mother.

Dinky reluctantly places a hand on the back of my head. It's almost sweet, like he really cares. I pick up the pace, falling into a steady rhythm. My head bobs and weaves on the young pony cock. Dink quivers, balling her fists, gritting her teeth to delay the inevitable. It doesn't work. I've barely gotten started when her balls tighten, sending thick, chocolate flavored spunk down my throat. One thing of ponies I still find odd is how their cum all came in different flavors. Her cock pulsing in time to each spurt, and twitch She moaned as I suck her until she starts to go soft. Then I move on to Rainbow Dash while the rest of the herd congratulate Dinky.

Rainbow Dash grips my hair, thrusting back until a torrent of cinnamon jizz coats my tongue and mouth. Twilight goes next, shooting a gingerbread reward into my mouth. Minette makes me beg for her seed, while Twinkleshine purrs dirty talk until her load joins the festive mix in my stomach. Each one gives me more of their aphrodisiac laced cum, recharging my lust batteries, making me hornier making release more of my own aphrodisiac laced sweat and juices that made the ponies hornier. Vinyl holds me to her belly, pinching my nose while her cock shoots its massive spray against my tonsils. Lemon Heart talks dirty while I drain his balls. Lyra pulls out, jerking her cherry chocolate load into my open mouth while I stare into her eyes. Amethyst grabs two handfuls of hair, fucking my face with her beefy prick until her marshmallow jizz runs down my chin. By the time all of them are done my batteries are full, my breasts coated with the excess that spilled from my mouth. My mothers pick me up and lay me across the bed. I spread my legs, exposing my sex to them once more.

"Oh, Dinky," I coo in my sexiest voice as I crooked a finger at her. "Won't you loosen me up?"

The others hoot, and holler, teasing her and encouraging her in equal measures. She climbs between my thighs. I reach down, guiding her large tool into me dripping snatch. She inhales sharply. She's shaking by the time her balls come to rest against my ass. I bite my lip, as she filled me. Our eyes meet, she smiles nervously.

"I hope I can fuck you like the others can?" she whispers.

"I am," I smile reaching up, caressing her face. "And I will as long as you do what feels right for you."

She smiles, pulling back and slamming her shaft deep inside me. The full head spreads me wide, making me dance on the edge of pain. I cry out, arching my back, running my nails down her back as she pounds my velvety sheath. Wrapping my legs around her waist, I start thrusting back. She's got a good size, but her technique is lacking compared to the other older mares. I don't let her know that though, the older mares know how to really fuck while the young ones like Dinky and Applebloom usually last only for me to cum only once, depending on how much experience they have, as the young zebras could really fuck. I groan, curse, and toss my head like she's the greatest fuck in the world. The rest of the herd cheer her on, offer tips, and provide a running commentary on the action. She speeds up, her balls slapping loudly against me until she groans through gritted teeth.

"SHIT!" she spits. "No, FUCK! OH! NO!"

I feel her cock stiffen even more, growing warmer. Her horn lights up like a star while her dick spews molten lust until it pours out of me, running down my body. That caused me to cum as well, with me gripping the bed sheets as I rode it out with her still coming inside of me.

"Did I do well?" Dinky ask as she recovers.

"You made me cum and that's what counts," Sunset said.

"You're still young," Molestia said as she eyed Dinky's sister and mother. "And you still have lots of growing to do."

"My turn," Rainbow Dash said licking her lips.

Rainbow Dash climbs up, puts both my feet on her right shoulder, and slides her stiff member into my pussy. Rainbow Dash hugs my legs, grunting with each short, quick thrust. Unlike Dinky Rainbow Dash knows how to fuck a mare's brains out. I came close to breaking when she cums, and pulls out. I barely notice her absence as Twilight immediately steps in. She puts her hands behind my knees, positioning me how she wants, before fucking me into blissful release once more. Minette lays on her back. I straddle her, lowering myself onto her lean rod.

"Nuh-uh," Minette chides, "The other way, I want to see that ass bounce."

Minette wiggles her eyebrows, and smirks. I shake my head, changing position to give her what she wants. I grab her ankles, shift around until we're both comfortable, then start grinding against her. A loud pop sounds through the room as she slaps my cheek. I look back at her, surprised.

"Shake that ass," Minette said.

I lean forward a little more, exposing ass more to her. I get a few catcalls and whistles from the others. I find a good position, sliding my pussy on her rigid pole with mounting intensity. She slaps my ass again, harder causing me to squeal.

"Make it bounce," she shouts. "Let's see those cheeks wobble, dammit!"

I give her what she wants, riding her cock with abandon. It's hitting all the right spots, and I feel another orgasm building in my core. I moan, low, and throaty as the smack of flesh on flesh fills the room. Minette is breathing quick, so close herself. Mine hits first. I grip her legs, hunching forward, moaning through the fire in my veins. My pussy clamps down on Minette's rock hard prick, sending her over the edge. I milk her dry before sliding off her shrinking package. I'm sweaty, and a little sore, but I know we're just getting started.

"Stay like that, Gorgeous," Twinkleshine calls out. "All fours, just like I likes it."

I laugh as she kneels behind me, squaring herself up. She slides down to the root of her penis easily. Now that I'm all loosen up and all lubed for her, I moan my surrender. She grabs my hips, taking her time, teasing me with her dick. I love it. She keeps up a steady mix of what she's going to do to me, and how sexy she thinks I am. I'm really starting to get into it when she grips my hips tightly, spilling another load into me.

Vinyl pulls me to my feet, bends me over, holds my wrists, and takes me from behind. She pulls me towards her with each stroke, slamming deep into my abused cleft. As soon as she pulls her spent cock out, Lemon Heart pins my back to the wall, lifts one leg, and takes me as hers. We kiss, exploring each others mouths until I come, and she fills me with warm seed until it runs down my thighs. Lyra takes me in a reverse cowgirl while I lay back on her soft furry breasts. Amethyst lifts me up, impaling me on her thick pole. I wrap my legs around her waist, grabbing her mane to help support myself. She wraps her hands around my waist, fucking me until I can barely stand. Only to pass me over to her mother Derpy who stuffs her even larger cock up my well used and cum covered pussy. And so it went as every last mare in the room had their turn with me. With my mothers in their own orgy with the others who are still waiting so they be already cum before having their turn with me or with the ones who had already had their turn.

I hugged Zecora's massive body as she power fucks me, till I screamed out one last orgasm, before she cums in me. Then she drops me on the bed, done with me. I lay there, sore, sweaty, tired, and still horny as hell! All the cums that have been pumped into me works like my scent does to the ponies. As I look around the room all of them are still ready to go.

"Now time to break in that ass of yours," Moondancer said as she and Trixie rolled me onto all fours with my ass in the air.

"Dinky go and open her up for us," Trixie said.

Dinky steps up, her dick already hard again. Both Moondancer and Trixie reach down to spread my ass cheeks as wide as they can. I'm not sure about the wisdom of allowing all of my herd mates to knock on my backdoor, but I'm too horny to care.

Dinky swallows nervously, looking back at the others. They nod, offering encouragement. She slides it into my pussy, once, coating it in the mix of everyones juices. She massages it all over her shaft while I watch.

"Is that too much?" Dinky asks. My mother Molestia came out of the crowd to look at her tool.

"With something like this, you'll never have too much," she said.

Dinky presses the head against my balloon knot. I gasp, then start taking quick shallow breaths. I've had bigger thanks to the zebra orgy, but not much, and not since then. I grit my teeth as she pushes harder, my body straining against her invasion. With a pop her bulbous head finally penetrates me. It's painful, but quickly turns into the pleasurable almost-pain that I've learned to love as she works her way in slowly. Unlike the zebra princess who just jammed her cock in me all at once. I take her entirely, my ass swallowing her dick to the base. She begins to fuck me, slowly, tenderly. My breathing falls in with her thrusts, inhale on the thrust, exhale on the retreat. I yelp, biting my lips against her plundering of my tight ass. Just as I'm about to ask her to slow down she empties her nuts deep into my body. I quiver, a small whimper escaping my lips as she finishes, and pulls out.

I lay there, steadying my breathing, held up by Trixie and Moondancer. Rainbow Dash steps up, pulling me to the edge of the bed until my ass almost hangs off. She grabs my ankles, pushing them towards my head, while her erect cock presses into my gapped sphincter. She goes in much easier than Dinky, fucking my ruined ass until she had her fill.

Twilight rolls me on my side, spooning me while her prick invades my brown eye. Minette takes me from behind, my head resting on my hands. Twinkleshine pins me to the wall for her turn. Vinyl gets me on all fours, before grabbing my ankles and lifting. After being taken in the wheelbarrow, I'm passed to Lemon Hearts. I impale my ravaged hole on his turgid member while she lays on the floor. Lyra rolls me onto my shoulders, piledriving me until she paints my colon white. Amethyst makes me grip the top of my dresser, kicking my legs apart before fucking me so hard she drives me up where I'm hanging in the air by her cock. Followed by all the other much larger herd members.

Finally Zecora gave out a yell as she came in me. I collapse as she finishes, spent, exhausted, sore all over. They lay me on the bed. I feel their cum coursing though and on me. I look out the window, to see snow is coming down so thick you can't see five feet in front of you. I watch for a few seconds thinking about what to do. I look back at my herd who are all still ready to go.

I'm snowed in, on Hearts Warming eve, with all of my herd mates and their friends not counting my moms, who are all still horny, so what else are they gonna do? They climb onto the bed and claim my body for themselves again. I'm taken singly, in pairs, and in every hole at once. I'm spit roasted, DPed, and made airtight. I'm bent, folded, and twisted like human origami to satisfy their desires. By the time the last one pulls out of me, I'm completely wrecked. I can barely keep my eyes open.

My moms who have been helping by fucking the ponies so that I wouldn't have to face all of their lust by myself. Took me between them as they laid on the bed. Their massive breasts are pressed together on top of my own chest and held my close between them. The rest of the herd are piled on the bed with us, all huddled together with me in the center. Shielding me from the cold winter night.

!

Author's Notes -

1 - I repeat I'm not going to follow the timeline in cannon as it doesn't make sense that most of the show takes place in one year.

!


	22. Chapter 22

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Sunset eyes fluttered open as she struggle to wake up. The last thing she remember is her on her hands and knees as Derpy fucked her from behind. And in front of her face were Dinky and Amethyst Star also on their hands and knees as her mothers took them from behind. All three children were arranged by the other's parents who fucked them while their children's faces were all but pressed together. It was one of many sexually acts that she's been apart of since her herd mates and some friends decided to spend the holidays with her in the castle.

They all said that they missed her and really showed how much they did. It was a non stop orgy for Sunset from dawn to dusk, with only breaks for eating and using the bathroom. Sunset is glad that her moms are with her during the orgy as she could just call out to them and they would put her aside so that she could rest without the other mares fucking her. True the mares just be busy having sex with her moms but it does give her the rest she needs. Not to mention her aunts who are more then eager to tag in as well as Cadance and Shinning Armor.

Other then that Sunset found herself being stuff full of cock by very horny ponies all of them wanting a piece of her. She had enough on her plate with only the members of her herds and friends, but then the royal guards and castle servants also got into the act, after her moms and aunts convinced her to let them joined in. Seeing how the night guards gotten to fuck her so she should be fair and let them join in seeing that it's the holidays. The mares once given the go ahead wasted no time and all of them had been waiting for their chance to fuck the princess. To stuffed their big cocks in her, had made them too easily vulnerable to ejaculate their loads in and on Sunset at a very short time. Sunset on the other hand was in a mind set of her own. She was knocking down ponies really fast as she takes them in her mouth, tits, pussy and ass. She was actually enjoying it, seeing how her moms and aunts kept a close eye on her so that the ponies wouldn't all mobbed her at once.

Every time a different pony entered Sunset and dump their seed deep inside her. She would have an explosive orgasm. After a couple of hours, Sunset started to enjoy having her body ravage by the ponies serving under her family. Her pussy and ass getting stuffed by big pony dicks. Sunset's mind was in a bliss, her body was in total exstacy. Through out the days every pony in castle fucked Sunset more then once. And every time, they cum inside her which she happily took. She actually loves it now as she felt her stress leaving her.

It's something that Sunset has been feeling more and more after the failed transformation. The need for sex and the pleasures she gets from it. Unlike before when she was fully human and having limits to how much sex she can take, her new body can take all the sex. She guessed that because she is now a hybrid of pony and human, her body is enough like that of a pony to being able to handle the sex drive. She is able to handle having sex far longer then she use to and while she still has limits she doesn't get as full as quickly that she use to when she's pumped full of cum. She still needs to empty herself out but not as often, and she's less likely to throw up on somepony when she has a full stomach. Sunset is guessing that her body is finally catching up with the changes to its system to allow her to start enjoying the free sex world she's in.

Pony bodies are much more flexible than humans are and they can withstand blunt force injuries with little risk of harm. As she has seen ponies getting hurt in cartoon manner like slamming head first into the side of the mountain like Rainbow Dash did when she was being chased by Pinkie Pie. And only suffered minor injuries instead of broken bones and neck. (1)

'At least I still have enough control so that I can enjoy myself but don't have sex on my mid all day and night,' Sunset thought to herself as she nuzzles the giant fuzzy and soft pair of breasts that she is using as pillows as she laid on her side between two ponies who held her tight between them.

"Settle down," her aunt Luna's voice said who held her niece against her breasts.

"It's our turn to sleep," Moon said who pressing herself on her back.

"Sleep... yes," Sunset said knowing that with her aunts pinning her between them that she's not going to be getting up anytime soon. She takes one of Luna's nipples in her mouth and began sucking her fill of tasty milk.

Luna lets out a sigh of pleasure feeling her niece feeding on her milk. She gently rubs the top of Sunset's head as she drinks her fill. With Sunset being so small compared to any of them, she and her sisters can't help but see her as a filly. And she and Moon have been in their sister's dreams which are mostly been nightmares of them failing Sunset leading to her death. The recurring nightmare that both Celestia and Molestia share, is them opening up the vault to bring out the mirror and finding the dried up husk of Sunset who had starved to death long ago. It's the reason why all the vaults have a magic crystal inside them that would alert the guards if there's any movement inside. More then once when both day sisters were by themselves and Sunset isn't around they would cry in each other arms after having one of their recurring nightmares. Which the night sisters would often find them when they switch places for the night court.

Both of day sisters couldn't forgive themselves for what they did, throwing Sunset out of the castle without any kind of support after she caught her reading books on dark magic, after showing her the mirror that showed Sunset as an alicorn which started her down that path. And then years later discovering the starved and near death Sunset who was trap inside the vault where the mirror was kept, awoken the motherly love that she held for Sunset. And why both of them refuse to hear the idea that Sunset isn't their Sunset but another world's Sunset. As Sunset told her aunts that during her first week of waking up after being in a coma that when she brought that subject up that Celestia just broke down, so hard that Sunset just went with her mother's wishes. All that matters to Celestia and Molestia is that Sunset is with them as their daughter. Which is why they added something extra when they transformed Sunset, which Luna and Moon went along with, also added to the extra spell.

Luna had to admit that Sunset is learning fast in how to rule. With what she learned while in the human world she has been changing things and introducing inventions that made life easier for them. Radio has been a big hit with everypony with the radio shows something that she like her sisters enjoy. Then there are the farming equipment that Sunset learned about that she showed them drawing of that she made, the only problem was that she knows about them but doesn't know anything about how to build or designing them. She's been looking for somepony to help her with that, till then she's been working with Filthy Rich on her business ventures. Which is showing that return in the investments that Sunset had used the royal treasury on.

Luna and Moon had visited the warehouse store as Sunset calls it and saw why ponies have been going there. You can find just about anything you want there in bulk, and that it's open for 24 hours also lets ponies who work late to get what they need. Unlike a thousand years ago where ponies slept through the night, the modern day world now has a night life unlike anything that could had been imagined back in those ancient days. Letting ponies to stay up past the sunset thanks to artificial lights that have become very common.

"Sunset time to wake up," Molestia said as she lifts up Sunset with her magic from the grasp of her sisters.

"She was drinking," Luna said glaring at her sister as her other sister grumbles in losing her snuggle buddy.

"Well me and Celestia are going to be taking our morning bath and Sunset needs to wash off," Molestia said looking at the dried juices that covers Sunset's body.

"Mom where are the others?" Sunset ask. As she's no longer trap between her aunts she could see that they're the only ones in the room.

"They already left to Ponyvile to get ready for Winter Wrap Up," Molestia said.

"After living in the human world, all this cleaning up after winter seems dumb. Clearing the roads is one thing and off of buildings, but clearing the fields when the snow would just melt and become water is something that, I don't understand why we waste time like that," Sunset said.

"Well the humans don't control the weather do they. We have to do it on our own but you are right in wasting time in clearing the fields when the snow would just melt," Molestia said.

"Seeing how Ponyvile is always late in cleaning up winter, I gave Twilight a list of things I want to be done before I get there. Of course if everything goes as I think it will do, I'll see how much of a mess they're in and fix things," Sunset said as she nuzzles her face into her mom's breasts and takes a nipple in her mouth and return to having breakfast.

!

Ponyvile -

Spike was snoring in his bed when Twilight burst into his room.

"Spike, wake up. Wake up, wake up, it's Winter Wrap Up day!" she shouted to him.

"Huh? Mommy?" Spike ask lifting his head up.

"Winter Wrap Up!" Twilight shouted out.

"You're not mommy," Spike said trying to go back to sleep.

"Spike, the first day of spring is tomorrow, so everypony in Ponyville needs to clean up winter. Now help me get ready," Twilight said.

"Twilight it's too early!" Moondancer's voice shouted out from the bedroom where she and the other herdmates are still sleeping.

"Clean up winter? Who cleans up winter? Don't they just use magic to change the seasons like they do in Canterlot?" Spike ask.

"No Spike, Ponyville was started by Earth ponies, so for hundreds of years they've never used magic to clean up winter. It's traditional," Twilight said.

"It's ridiculous. No magic... Fuh," Spike said.

"Okay, let's see: scarf, check; saddle, check; boots, check; Spike refusing to get up and going back to sleep, check. The other herdmates who like Spike rather sleep, check. It's a good thing I'm so organized, I'm ready. Bright and early," Twilight said as she steps outside only to find it still dark. "Oh... maybe a little too early."

!

Later -

"Those must be the team vests Rarity designed. Blue for the weather team, green for the plant team, and tan for the animal team. I wonder which team vest I'll be wearing," Twilight said to Spike as they walk over to the Town Hall where all the ponies have gathered.

"I'll take a blue vest, same color as my blankie, which I think I hear calling my name. 'Spike! Spike! Come to bed!' Ugh, it's too early," Spike said.

"I agree," Lemon Hearts said who is with the other herdmembers walking with the pair. With the exception of Derpy who slept at her home with her daughters, Lyra Heartstrings, Bon Bon, Vinyl and Octaiva who have their own homes and Zecora who still lives in Everfree forest.

"Well seeing how Sunset isn't here and left me in charge of things of the things. I want to surprise her with us and I have her list," Twilight said holding up a list made up of many papers.

"Let me see that," Trixie said as she grabs the list and began reading it.

"Thank you, everypony, for being here bright and early. We need every single pony's help to wrap up winter, and bring in spring," Mayor Mare said in front of the ponies who cheered. "Now, all of you have your vests, and have been assigned to your teams, so let's do even better than last year, and have the quickest Winter Wrap Up ever!"

"Hold it!" Trixie said as she steps onto the stage and bumps Mayor Mare to the side while holding up the list. "Sunset gave us a list of things she expects us to have all done. Let's see here. First she already knows that Rarity is in charge of making bird nests, which she has a note saying that shouldn't birds already know how to do that already. And that being a perfectionist she would if there is one bad nest would spread much of the remaining day trying to fix it up, wasting time on one nest. If that happens just go and make some wooden bird houses and leave the rest to the birds," Trixie said.

"WHAT!" Rarity shouted out.

"And if Rarity says anything point out that when she's having me model for a dress, she makes a big fuss out of anything when most of the clothes, I wear are just for everyday uses and not a fancy party where I'm expected to dress good. And that seeing how I'm furless and can't be outside without some protection, I'm tried of having to model an hour or more for a dress that I would only wear around the house," Trixie said reading from the list.

"Why doesn't she just go naked like the rest of us?" Rainbow Dash asked.

"If anyone ask why I don't go around naked. I have no fur and my skin isn't as thick so I'm more vulnerable to the elements. And that I know how sexy I am to ponies so I'm not going to be walking around naked and all but asking for ponies to fuck me," Trixie said reading from the list.

"Aahh," many ponies said disappointed.

"Pinkie Pie is in charge of skating on the ice to make them smaller to melt. And I'm not sure why would anyone put her in charge of something like that when it's not a party. She's a party crazed pony and wouldn't be able to have the ponies to cut the ice up right. So just have someponies use hammers, pick-axes and shovels to break the ice," Trixie said still reading the list.

"That's mean," Pinkie Pie said.

"Rainbow Dash being in charge of the weather. I would say what's wrong with her but you all be here all day if I did," Trixie said.

"Hey!" Rainbow Dash growled.

"Knowing that Rainbow will say something. I'm still waiting for you to prove me wrong but I won't hold my breath," Trixie said reading from the list.

"How did she do that?" Rainbow ask.

"Fluttershy being in charge of the animals. While that's good she will want to do things slowly and take too much time in waking them up. Which the animals shouldn't need ponies to wake them up in the first place as they will just wake up on their own. They're not pets," Trixie said.

"But the poor animals," Fluttershy said.

"Fluttershy you worry too much. The animals can take care of themselves as they did before you were even born," Trixie said.

"But still," Fluttershy said.

"The animals in Everfree take care of themselves and ponies just make things easier for them," Trixie said reading from the list. "And just to let you all know. I'm just reading what Sunset wrote to response to what Fluttershy is saying."

"For Applejack who will be in charge of the fields. It will be a mess as she isn't able to organize so many ponies plowing fields all at once. Also why not just let the snow melt on the fields, it's not like clearing a road. And just use magic to clear things up," Trixie said looking up from the list.

"Magic? That's against tradition," Applejack shouted out.

"Applejack I'm ok with traditions but not the ones that are counterproductive. As in doing things without magic when it can make things so much easier just because the town started off as only an Earth Pony village before growing bigger. Doesn't mean you keep doing the same thing just because it's how your granny did it. And I did pointed out how dumb it is to only serve apple related dishes when we first met, when the event isn't an apple center one, but even then you do need to serve more then one dish. As I said you would serve nothing but walnuts if you were a nut farming and wouldn't change even if there be ponies who would die if they eat any walnut," Trixie said.

"Well it's still a tradition," Applejack said.

"Seeing how AJ will just stick to her ways. I'll offer myself to Ponyvile if they are able to do it the way it's always been done with no help from my herdmates. So for my herdmates all you have to do is keep an eye on things and report if you see anything that the other ponies do that weren't my ideas or magic," Trixie said to the excitement of the crowd. "Don't get all cheerful. I'm only offering myself to a town wide orgy only because I know that you will all be late for spring and won't be able to get everything done by the time I get there."

"Hah I'll show you! We'll get everything done by the time you get back here and everyone in Ponyvile can watch you scream around my cock," Applejack said grinning as she remembers how much pleasure it was to stuff her cock into the uptight princess. Of course she and the others couldn't really got all out as her moms and aunts were with them and would stop them if Sunset started to struggle to free herself or called out to them.

"I believe that when I see it," Trixie said still reading the list.

"Ok is it me or is it creepy how Sunset prewrote her responses?" Lyra ask.

"Wait till someone speaks up about how I prewrote my responses and answer that I'm just second guessing what you all say and who would be the most likely to response. Besides my moms have been doing that for hundreds of years and I was raised by her at an early age, don't you think I would have picked up somethings from her," Trixie said reading the list. "So stop talking and get to work."

"I can't wait to fuck her silly after we finish before she gets here," Rainbow Dash shouted out. "Or my name is mud."

!

The Next Day -

"Well Mud you and the others are late with spring again," Sunset said having seen what Ponyvile is like overhead as her carriage carried by royal guards drop her off.

The many animals are still sleeping, the ice are cut in too large of blocks to melt, the weather is still winter, a nest that wasn't made prefect Rarity spent all day on making right and the fields are a complete mess as the plow teams weren't working together. Not to mention some pegasuses had flown the wrong way and some ponies have misplaced the seeds. Which is why she is talking down to the team leaders who messed things up, again. The rest of Ponyvile are also have gathered around the Town Hall where Sunset had gathered everypony.

"I'm just going to use magic to clean up this mess. And if you say anything AJ, I'm going to spray you down with sex oil again," Sunset said making said pony gulp remembering what happen to her last time.

"What kind of magic will fix this?" Rarity ask.

"This," Sunset said as she flew up into the air and began glowing red, releasing a massive amount of heat.

Sunset flew around Ponyvile slowly using the heat she's generating to melt all the snow and ice. Once she's done she created a massive ringing sound that woke up all the animals around Ponyvile, not to mention getting everyponies attention too. Now that she's done she flew back to the team leaders.

"There all the ice and snow are melted and the animals are all woken up," Sunset said. "And seeing how it took me about 5 minutes to do it. A team of unicorns using magic would had been able to do it as well instead of spring being late. So as governess of Ponyvile, from now on magic is to be used for Winter Wrap Up. And if anypony wants to do it the old and counterproductive way and spring is late. Are welcome to try, and when they fail they get to be sprayed down with sex oil and everypony in Ponyvile can fuck them, which includes the team leaders." (2)

"Does that mean we're going to be sprayed down with sex oil?" Pinkie ask, making Applejack gulp, along with Rarity and Rainbow Dash, while Fluttershy eyes widen and frozen in place.

"Well seeing how the fields are still a mess, the weather too and bird nests need to be made. You have till tomorrow or you all be the center of an orgy," Sunset said. "So get to work!"

"You're going to spray them down with sex oil?" Bon Bon ask. She and the other herdmates are the only ones left with Sunset as all the other ponies have run off to clean up the mess they made yesterday.

"If they fail. So if you all want to help them out," Sunset said letting out a deep breath. "I'll be in bed."

"You wore yourself out didn't you?" Twilight said seeing Sunset having used up too much magic at once.

"I'm still learning to control my new magic. Ailcorn magic is at a different level, especially when I have the magic of my moms and aunts in me," Sunset said

"What?" Derpy ask.

"My moms and aunts didn't just want to make me into an ailcorn but also their child as well. So when they casted the spell to transform me they also altered my DNA so that I'm truly their child as well," Sunset explains.

"DNA what now?" Vinyl ask.

"You mean the building blocks of life that you learned in the human world?" Twilight ask.

"Yes. Where all children get half their DNA from each parent. The egg of the mother and the sperm of the father. In my case my moms and aunts added a quarter each into me. Which is why I'm able to move the sun and the moon, can't do it on my own yet which is why my moms and aunts just add my magic to theirs," Sunset said.

"What about Cadance?" Twilight ask.

"She was just there to add more power," Sunset said.

"I'll take you home and make you something to help you recover your strength," Zecora said.

"Yes that be nice," Sunset said walking with Zecora back to the tree house where she can rest. She does wonder what's going to happen next as it seem something always happens around Ponyvile. She just hopes it doesn't have her being ram full of cocks again. She would like it didn't end with her being fuck senseless again.

!

Author's Notes -

1 - The silly cartoon injuries like the ponies being flatten or running into something still happens in the fic. Which is thanks to their flexible bodies letting them take the blunt force.

2 - With Sunset being the governess of Ponyvile she can overrule anypony. And that Ponyvile ways of cleaning up winter is counterproductive without someone like Twilig

!


	23. Chapter 23

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Inside her office where she does her work as acting governess, Sunset was once again wondering why she wanted to be a princess. All she's been doing is doing the paperwork that was needed to be done to keep things running. Not to mention the paperwork for her business ventures with Filthy Rich, which has bits rolling in thanks to what she learned in the human world. Which means she doesn't have to ask her moms for money anymore.

There are what's happening around Ponyvile to keep her entertained and gives her something else to do. Like when she visited Ponyvile Schoolhouse after being asked to by Cheerilee to talk about the human world. Which is still something that ponies are interested in and the fillies wanted to learn. And where she meet the pony counterparts of Diamond Tiara and Silver Spoon who in the human world were in the lower grade in Canterlot High. They were making fun of Apple Bloom and another filly Twist for not having a cutie mark. Which Sunset said that just because they don't have a cutie mark doesn't make sense to her anymore having been living in the human world where cutie marks aren't a thing. Yes she's talented in magic which is how she was found by her mom in the first place, but living in a world where she didn't had magic and her special talent is meaningless got her to change her old mindset.

Starswirl who taught her mom and aunt when they were young wasn't even talented in magic. Her cutie mark stars was for her special talent in astronomy. She just putted more effort in creating new spells then the other unicorns at the time. What she lacked in raw talent she more then made up in skill. Which is why both her mom and aunt did away with the old what is your cutie mark is why job you'll get. As their teacher proved that even if you're not skilled in something you can still do well in it. Besides some cutie marks just wouldn't do for any job. Like the special talent of stacking beans and nothing else.

Which got Applebloom and Twist to asked would that mean if they never find themselves a special talent they can still find something they be good at. And Sunset said yes which then had Snips and Snails asking the same thing. Which she replies yes but for them they need to think of what they're actually doing before they do it. Or it be just them leading the big bear into town again, with them having to work clean up to help in the repair of all the damage caused by them.

!

Flashback -

"Cutie mark or not you all just have to remember that if you want to do something just try it. Just make sure that you can do it as even with hard work you might not be able to do it," Sunset said to the students. (1)

"But cutie marks are still important," Diamond Tiara said.

"They show how mature you're getting," Silver Spoon adds.

Which caused Sunset to noticed that the two fillies are less developed then the ones with cutie marks. Both Applebloom and Twist do have slender bodies compared to the more busty forms of the ones with cutie marks. Which she can see thanks to how most of the ponies go around with little or no clothes at all. So she guessed that cutie marks do have something to do with growth spurts.

"Growth spurts does seem to be link to cutie marks but of course there is still much growing to do because you're fully matured into an adult," Sunset said.

"Like how Twilight was small till she got her growth spurt?" Dinky asked who was in the back of the room.

"Yes like her," Sunset said.

"Is that why you're still small?" Applebloom asked.

"What?" Twist ask looking at Applebloom.

"Sunset doesn't have a cutie mark even after she was transformed," Dinky said which turned that entire class attention to Sunset.

"Yes, I don't have a cutie mark on my butt cheeks like other ponies my age," Sunset said.

"Can we see?" Snails asked.

"No," Sunset said much to the class disappointment.

"Why?" Snips ask.

"Because I don't want to show my naked body off and get ponies to think I want to have sex," Sunset said who is dressed in a yellow dress with a low back for her wings and blue pants. She glance at both Applebloom and Dinky. "And seeing how you two are here, both of you have probably told your fellow classmates and teacher about having sex with me."

"Yup," Dinky said.

"Which is why, I don't want to be in the middle of a gangbang," Sunset said. "Besides you kids shouldn't be just start having sex while in school."

"The students aren't allowed to have sex while in class," Cheerilee said.

"Good," Sunset said.

"They do it during recess and lunch," Cheerilee adds.

"Should had figured," Sunset said as she blinks away before she ends up in another orgy.

!

After that long story short, Twist got her cutie mark in twisting things. And Applebloom became friends with Rarity's little sister Sweetie Bell and Scootaloo. Which has lead to Applebloom asking if she can bring her new friends to the next orgy with her. That Sunset said she isn't interested in. She has enough sex with her herd and what happen with her was just a one time thing and wouldn't happen again anytime soon.

Sunset also caught up on the events that happen while she was away and how well Twilight and Moondancer took care of things while she was away. They managed Ponyvile well while she was away and made sure her reforms she made were done. Sunset also heard the story of how Applejack and Rainbow Dash had went crazy in seeing who is the better athlete. Which happen during fall when she was traveling with her family. With both of them fighting each other so much that they ended up dead last. And the running of the leaves also didn't make sense to her anymore, as the leaves would just fall off on their own. (2)

"Hi Sunset!" Spike said entering the room.

"Hi Spike," Sunset said still working to fill out reports.

"Are you going to Rarity's to get fitted for your dress?" Spike asked.

"Fitted for what?" Sunset asked.

"All the others have gone to her so she can make dresses for them for the Grand Galloping Gala," Spike said.

"Oh yeah that. Well might as well go and get fitted," Sunset said.

While Ponies are more then happy to walk around naked, they do wear clothes now and then for important events, work, or if they just like to wear clothes. Unlike her who doesn't have any fur or thick skin for protection. And ever since she had given Rarity the idea of human style underwear she and other clothes designers have been busy in making bras to help to give ponies support. Ponies still just wear a loin cloth or a skirt to cover their cocks, for their breasts they would just used cloth wrappings. With the bras they give more support and stop their breasts from bouncing around for those whose jobs have them very active. Not to mention that some ponies have taken up wearing bras when they go out. Which has given Rarity much business, especially when it became known that she makes the clothes for Sunset a member of the royal family.

!

Carousel Boutique -

As the name suggests, Carousel Boutique bears a resemblance to a carousel or a merry-go-round from the outside, having a largely cylindrical building shape with decorative pillars and pony sculptures lining the lower and upper exterior. The first floor mainly consists of Rarity's workroom, from which she does much of her designing. The room is stocked with materials and supplies such as mirrors, dress form mannequins, movable screens, and a small display stage. Which Sunset has stood on for many hours to be fitted with clothes, as the concept of clothes pre-made and hanging on ranks for anypony to just pick up and buy if they're the right size, only has headwear being made and on displayed for anypony to buy.

"Hello Rarity," Sunset said having teleported in front of the Carousel Boutique to avoid being crowded and enter the shop.

"Ah Sunset you're just in time," Rarity said who is only wearing the leather apron with many pockets full of sowing equipments.

Rarity is the only pony who regularly wears clothing in Ponyvile, even Twilight who after her growth spurt with her gaining a 14 inch cock is now going around naked. Before she would hid how small she is for her age. The only other pony in Ponyvile who wears clothes as much as Rarity which isn't for a job is Trixie, who likes wearing her stage clothes.

"You just miss the others," Twinkleshine said who is with Lemon Heart and Minuette.

"You should see the designs for the dresses Twilight and the others element bearers got Rarity to make for them," Minuette said.

"Nice for Nightmare night but for the party...," Lemon Heart said who is modeling for Rarity.

"I know but... they want their dresses to look like what they... want," Rarity said working on the dress that Lemon Heart is wearing.

"Let me see," Sunset said walking to the said dresses on some mannequins. She look over the designs and saw what the dresses the other element bearers got Rarity to make for them. "This isn't going to work."

"And Rarity is going to show off her designs in a fashion show tonight," Lemon Heart said.

"Fashion show...," Sunset said thinking. "Rarity I have an idea for the show. But before it comes to that I'm going to talk with the others first in changing their minds. The first designs are ok before they wanted to change it without thinking of what it's going to look like."

"And if that doesn't work, what's the plan?" Rarity asked.

"When they're on stage displaying their poor taste in clothes that you worked so that with a pull of a string their dresses fall off of them. Revealing the sexy underwear underneath so the ponies watching the show thinks it's just a big act. Showing that even with the worse taste of clothes that with some sexy underwear can still save the day," Sunset said.

"Good idea," Lemon Heart said.

"And then we can have an orgy," Twinkleshine said.

"Speaking of which...," Rarity said looking at Sunset. "It has been awhile and I am under alot of stress to finish up all the dresses. So how about some sex?"

"Girls go and triple team Rarity," Sunset said in a deadpan manner.

"Wait, I mean for all of us to have sex," Rarity said.

"Sunset she has been working on all of our dresses," Minuette said.

"And we should help her in anyway we can," Twinkleshine adds.

"And it be nice to have you to ourselves," Lemon Heart said coming up from behind Sunset and hugs her from behind.

"No and not just because I don't want to have sex right now. Rarity still has a lot of work to do and we'll just end up having sex all day and the others be joining in. Which would have her having to cancel the fashion show. So instead you all just have to wait as Twilight and the others will not be changing their minds. And you all can use my plan. Then when they're all there wearing nothing but the sexy underwear you, Rarity can come out on stage and explain how the sexy underwear can save even ponies with the worse sense of fashion and have sex with them which will set off the orgy," Sunset said pointing out what would happen.

"Yes you're right," Rarity said before looking at Sunset. "And you'll be at your house right?"

"Yes as I like to have some nights where all, I'm doing is sleeping and not being the center of an orgy. Besides if I go out while the orgy is taking place. I'll be swarmed by ponies," Sunset said.

"That so true. You wouldn't believe how many ponies around here want to fuck you," Rarity said.

"Well I'm not going to display myself like that. I'm picky and only when I'm in the mood," Sunset said. "Besides I do enjoy sex but not when it's just about every day. I like to do something that doesn't have me ending up being spit-roasted by horny ponies."

"Sorry but you just smell so good," Lemon Heart said.

"I know," Sunset said wondering what else is in store for her in this porn centered world she ended up in.

!

Author's Notes -

1 - Even with you giving your heart and soul into something, doesn't mean you'll be able to do it. Like so many people who try to become a big star and fail. And those who start to become big often waste it all or are just one shot wonders. If you do get big don't be dumb in spending all the money you earn thinking that you'll remain at the top and invest your money. Also don't just abandon people as there are people who did abandon everyone and once people stop buying what they do, they find themselves all alone. And often penniless thanks to either them spending it all, or other issues like the record company taking it all for those who try to make it big in music.

2 - I'm just having Fall Weather Friends taking place before Winter Wrap Up. Seeing how there isn't any winter episode after that.

!


	24. Chapter 24

!

Disclaimer: I don't own any of the characters here that belong to MLP that I put into this story except for my own OCs. Neither do I own any of the character in any of the crossovers I do. I'm just using them in this fanfiction and I have no money so don't bother suing me. You'll just lose money instead of gaining any. And remember to leave a review!

!

Sunset could only stare at the machine that Pinkie Pie is attached to in the basement that Twilight has transformed into her lab. Twilight didn't just study magic but also tried her hand at new spells combining potion making with spell casting. Which are all mostly in sex potions and potions to increase the chances of having a filly. Which even with drugs and potions is still a hard thing to do, Sunset still doesn't understand how that works with the sheer amount of sex everypony is having. Thinking about it it might be why her moms and aunts were so into transforming her, hearing how easy it is for humans to have a child they might had been hoping that with a cock of her own she'll be able to impregnate ponies.

"Ok so what is happening?" Sunset said as she stares at the colander with light bulbs attached to it strap on Pinkie's head.

"Trying to figure out how the twitching that Pinkie has allows her to figure out what's going to happen," Twilight said looking at the read out of the machine with the line going up and down.

"Just say it's magic and call it a day," Sunset said. "I stop trying to make sense of things after everyone breaking out singing and dancing." (1)

"No there has to be a reason," Twilight said.

"Ok just leave me out of this," Sunset said walking back upstairs.

!

Upstairs -

Once Sunset got back to her room, she got undressed and went into the bathroom and turned on the shower. She's been busy going around Ponyvile checking on things and performing her royal duties. She now just wants to take a shower and take a nap, she took off her underwear and stepped into the warm shower. As the water glistened off her body, three mysterious figures were coming closer to the shower. Sunset looked straight at the figures, but the shower curtain was too dark for her to see through.

Opening the shower curtain, Sunset saw Trixie, Moondancer, and Rarity standing naked in front of her. They're all lined up with Rarity and Moondancer who are the same height with their giant breasts pressing against Trixie's bigger ones who is taller then either of them. While all the ponies Sunset has seen have sexy bodies, the three ponies in front of her have the hourglass figures that made them very sexy to others, big breasts, with big and wide butts and hips. Sunset couldn't but help glance down at their rock hard cocks, from Rarity's thick 18 horsecock to Trixie's 20 monster.

"Rarity here wants to personally thank you for your idea for the fashion show," Trixie said.

"Everypony loves the sexy underwear and the orgy that followed," Rarity said licking her lips at the small cute form of Sunset.

"And you two are joining in on the fun," Sunset asked.

"Well she also wants both of us be models for her dresses too," Moondancers said.

"They do have the right figures," Rarity said as steps forward.

Rarity grabbed Sunset by her firm buttocks and pulled herself into the shower. Rarity pulled the shorter Sunset up and started kissing her. Their bodies pressed against each other's. Both of their breasts were smashing into each others. Rarity's giant cock was pressed firmly against Sunset's pussy. Sunset could feel the throbbing shaft moving up and down her pussy entrance.

Rarity's thick and long tongue got between Sunset's lips. She started darting her tongue back and forth between Sunset's lips like a cock moving in and out of a pussy. Sunset sucked on the tongue every time it came between her lips. Both of their hard nipples dragged into their breast skin. Sunset liked her new breasts being big and firm c cups better then many of the human women she remembers back in the human world, but Rarity's giant tits were, of course, bigger then Sunset's. Rarity's breasts completely smothered Sunset's breasts.

Rarity pushed her arms to her sides and ballooned out her huge titties, pushing Sunset off her chest. Sunset lick her lips seeing the big pair of breasts filled with milk, none of the breast milk she has drunk are as tasty as her moms or aunts but she still likes the different taste of each mare's milk. Her lips traced the outlines of Rarity's mammoth orbs, kissing them on the outside and then moving inward to Rarity's nipples. Sunset started lashing her tongue out at Rarity's nipples, licking them in turns. She then used her teeth to trap Rarity's nipples while her tongue licked at them. Sunset then turned her mouth into a vacuum and started sucking up as much of Rarity's huge tits as possible. Rarity's milk had a refine taste to it, which Sunset drank as much as she could.

Sunset spent a good five minutes feasting on Rarity's delicious soft melons filling her stomach with her milk. Rarity seeing Sunset is full pulled her breasts away from the princess's face. Rarity leaned down with her sights on Sunset's cunt, while Sunset doesn't have milk her pussy juice made up for it. Her pussy juice for the ponies is just as intoxicating as her sweat. Which Rarity after having tasted it couldn't get enough of it, she drove her thick and long tongue deep inside Sunset's cunt.

The warm water continued to flow down both their bodies as Sunset was moaning and moving her upper body up and down the wall while Rarity devoured her cunt. Rarity lifted one of Sunset's legs over her shoulders and rested her cheek against Sunset's thigh. She lapped up Sunset's juices and kissed her tender clitoris. Rarity then started sucking on Sunset's clitoris, sending chills through Sunset's body. Sunset would jump every time Rarity hit a good spot in her pussy.

After eating Sunset's pussy for a few minutes, Rarity stood up and kissed Sunset, letting Sunset taste her own juices. Sunset's hands were wrapped around Rarity's large cock and started stroking it. Sunset still held on to Rarity's oversized dong, when Rarity grab her head and pulled her downwards till Sunset was starring at her dick. Sunset started kissing the huge mushroom head. Her tongue licked around the edges of the head before engulfing it between her lips.

Rarity ran her hands through Sunset's wet hair as she took a good amount of Rarity's cock into her mouth. Rarity was amazed at Sunset's expertise on sucking cock. Sunset cupped Rarity's balls and started fondling them, squeezing and kneading them in the palms of her hands. Sunset just let Rarity's cock invade the back of her throat. Her huge cockhead was brushing the back of Sunset's throat as her tongue run up and down the pulsing shaft.

Rarity lifted Sunset up by her magic and stepped out of the shower. Rarity took Sunset by the hand and led her into the bedroom. Rarity got on top of the bed with her humongous cock pointing up at the ceiling. Sunset crawled between Rarity's legs and took the cock between her lips a little bit longer, savoring the taste and texture of Rarity's hard cock. Sunset then got up and straddled Rarity's crotch.

Rarity watched as Sunset lowered her drenching pussy down onto her throbbing cock. Sunset's face was in agony as she felt the huge cock lodging itself between her swollen pussy lips, which happens when the big girls didn't wait for Twilight to open her up first. Sunset's cunt had swallowed Rarity's giant cock whole and she started rocking wildly on it.

Sunset leaned forward to allow her head to slide up and down on Rarity's huge breasts. With Sunset being so much shorter then most ponies she is rarely more then chest level with them, which meant she been smothered by soft and giant size pony breasts since she got here. And she just gotten to like pressing her head between a nice big and soft pair, it just reminded of her moms. Rarity started pushing her cock in and out of Sunset's moist pussy, thrusting harder and faster to match Sunset's wild bucking. Sunset had her eyes closed, using Rarity's breasts a pillows, while Rarity wrapped her arms around Sunset's waist and started rocking her forward even faster and harder. With Rarity's huge tits bouncing directly in Sunset's face, and she took the opportunity to feast on them, taking in a large amount of tender breast tissue between her lips. Her tongue savagely worked over Rarity's hard nipples drawing milk from them.

"Ahhhh Sunset you're so tight!" cried Rarity as her pussy was being overly filled with a huge shemale cock.

Rarity gripped Sunset's ass cheeks and started lifting her up and down by them, slamming Sunset even harder on her huge cock. Sunset's pussy started trembling as her cum started gushing out all over Rarity's cock and balls. Which Trixie and Moondancer help themselves to by shoving their faces between their friend's legs and licking up the juices. Both of them having watched Rarity so far waiting for their turn, couldn't hold themselves back any longer seeing all the cum waiting for them to lick up.

"Mmmmm good Sunset! And you two keep licking," urged Rarity as she continued to drill her enormous cock in and out of Sunset's cum spilling pussy.

Sunset sucked hard on Rarity's juicy nipples while getting some powerful thrusts in return. Rarity rolled Sunset over so now she would be on the bottom, and she would be thrusting between Sunset's quivering thighs.

Rarity started resuming her thrusting, beating her crotch against Sunset's. Rarity held her legs around apart and up in the air while thrusting harder and faster in Sunset's already creamy cunt. Sunset just rested her body on the bed and closed her eyes, feeling Rarity's huge cock drilling her tight hole. Trixie and Moondancer had leaned down and taken one of Sunset's breasts in their mouths and were suckling away, while unlike them Sunset's couldn't give milk till she's expecting a child, but it didn't stop them from trying.

Rarity felt her balls couldn't hold the heavy semen that was building up inside of them. She pressed her sweaty body against Sunset's equally sweaty body and rested her cock deep inside Sunset's cunt. Rarity's cock exploded with thick layers of gooey cum, filling up Sunset's pussy. They wrapped their arms around each other while Rarity's cock was unloading an enormous amount of milk inside Sunset. After Rarity's cock had finished emptying, both girls still laid their, embracing each other tightly as the day was flying by fast and neither of them wanted to move from their hot and cozy position.

"Rarity move over it's my turn," Moondancer said licking her lips.

"Sorry darling but I'm going to be keeping my cock inside Sunset as long as I can. You and the other herdmates get her all to yourselves. And well... it's not like I know when I'll have another chance right?" Rarity said as she began thrusting into Sunset again. "I just got to take advantage while it's here."

"Fine then," Trixie said as she grabs Rarity and flips her on her side.

"Hey!" Rarity said as Trixie slides herself onto her back and thrust her cock up her butt.

"Don't want to crush Sunset underneath our weight now do we," Trixie said as she thrust her hips into Rarity's big and soft butt.

"If you're going to be taking Sunset cunt all for yourself, I'm going to be helping myself to yours," Moondancer said as she got on the other side and thrust her cock into Rarity's cunt.

Rarity was overwhelmed from the pleasure she was feeling as two big are pumping away inside of her while her own cock is buried deep inside Sunset. Both Trixie and Moondancer having worked as a team before, seeing how both of them are in the top 3 biggest herdmates with Zecora having the biggest cock. They're normally the last ones in line to fuck Sunset after the others loosen her up first. Which didn't stop them from having sex with the other ponies as they waited and what they learn from Sunset's moms and aunts. Who taught them some tricks and skills they learned in their long lives, which they taught by example. Both having Sunset's herdmates having sex with them and then them having sex with the herdmates to show them how to really do it. Which they then used on Sunset, who because of her smaller and weaker body of a human before she became a hybrid, the herdmates had to really hold back or they would really end up hurting Sunset.

As for Sunset she's once again found herself trapped between two ponies, with her body being squeezed between two giant breasts. Which she's very used to thanks to her moms and aunts doing that to her when they sleep together. But of course she isn't being fucked while it was happening, well... most of the time when her herdmates have sex with her. At least her moms and aunts are careful with her and not all but smothering her as they held her between them. Sunset wonders if she would have been better off joining Twilight, trying to make sense of Pinkie Pie.

!

Elsewhere -

In the Frogbottom Swamp, Twilight screamed as she, Fluttershy, Applejack and Pinkie ran for their lives. Behind them a three headed hydra was chasing after them, after Pinkie told her and Applejack that something big was going to happen at the swamp. Twilight wished that she was home right now and had just went with Sunset that Pinkie abilities to sense things by something happening to her body was just magic. It would had saved her alot of trouble if she had done so at the start.

!

Author's Notes -

1 - The Pinkie sense hasn't really shown itself up since that episode. Like the writers showing a amazing skill that someone in the show has that only is shown one time and no one ever brings it up again.

!


End file.
